Form 10-K/A 20120628
 
 
 
 
 
d
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
___________________________________
FORM 10-K/A
Amendment No. 1
___________________________________ 
x
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
For the fiscal year ended January 1, 2012
 
OR
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ______________ to ______________
Commission file number 001-34166
SunPower Corporation
(Exact Name of Registrant as Specified in its Charter)
Delaware
94-3008969
(State or Other Jurisdiction of
Incorporation or Organization)
(I.R.S. Employer
Identification No.)
77 Rio Robles, San Jose, California 95134
(Address of Principal Executive Offices) (Zip Code)
 
Registrant's telephone number, including area code: (408) 240-5500
Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Name of each exchange on which registered
Common Stock $0.001 par value
Nasdaq Global Select Market
d
Securities registered pursuant to Section 12(g) of the Act:
None
(Title of Class)
_________________________________________
Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act. Yes  o   No  x
Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 of Section 15(d) of the Act. Yes  o    No  x
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes  x    No  o
Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of registrant's knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act. (Check one):
Large Accelerated Filer  x
Accelerated Filer  o
Non-accelerated filer  o
Smaller reporting company  o
 
 
(Do not check if a smaller reporting company)
 
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Act).    Yes  o    No  x
The aggregate market value of the voting stock held by non-affiliates of the registrant on July 3, 2011 was $710.3 million. Such aggregate market value was computed by reference to the closing price of the common stock as reported on the Nasdaq Global Select Market on July 1, 2011. For purposes of determining this amount only, the registrant has defined affiliates as including Total Gas & Power USA, SAS and the executive officers and directors of registrant on July 1, 2011.
The total number of outstanding shares of the registrant's common stock as of February 24, 2012 was 117,362,249.

DOCUMENTS INCORPORATED BY REFERENCE

Parts of the registrant's definitive proxy statement for the registrant's 2012 annual meeting of stockholders are incorporated by reference in Items 10, 11, 12, 13 and 14 of Part III of this Annual Report on Form 10-K.
 
 
 
 
 



EXPLANATORY NOTE

This Amendment No. 1 to Form 10-K (this “Amendment”) amends the Annual Report on Form 10-K for the fiscal year ended January 1, 2012, originally filed on February 29, 2012 (the “Original 10-K”), of SunPower Corporation (the “Company” or “we”). We are filing this Amendment to amend Item 15 of the Original 10-K to include the separate financial statements of Woongjin Energy Co., Ltd. (“Woongjin Energy”) for its fiscal year ended December 31, 2011 as required by Regulation S-X Rule 3-09 (the “Rule 3-09 financial statements”). The Rule 3-09 financial statements were prepared and provided to the Company by Woongjin Energy.

This Amendment is being filed solely to include the Rule 3-09 financial statements of Woongjin Energy as provided in exhibit 99.1 attached hereto. In addition, in connection with the filing of this Amendment and pursuant to Rule 12b-15 of the Securities Exchange Act of 1934, as amended, the currently dated certifications from our President and Chief Executive Officer, who is our principal executive officer, and our Executive Vice President and Chief Financial Officer, who is our principal financial officer, are attached as exhibits hereto.

Item 15 is the only portion of the Original 10-K being supplemented or amended by this Amendment. Except as described above, this Amendment does not amend, update or change the financial statements of the Company or any other items or disclosures contained in the Original 10-K and does not otherwise reflect events occurring after the original filing date of the Original 10-K. Accordingly, this Amendment should be read in connection with the Company's filings with the Securities and Exchange Commission subsequent to the filing of the Original 10-K.





PART IV
 
ITEM 15: EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
 
Item 15 of the Original 10-K is amended by the addition of the following exhibits:
 
EXHIBIT INDEX

Exhibit
Number
 
Description
23.2
 
Consent of Samil PricewaterhouseCoopers, Independent Auditors of Woongjin Energy Co., Ltd.
24.1
 
Power of Attorney (incorporated by reference to Exhibit 24.1 to the Registrant's Annual Report on Form 10-K filed with the Securities and Exchange Commission on February 29, 2012).
31.1
 
Certification by Chief Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a).
31.2
 
Certification by Chief Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a).
32.1
 
Certification Furnished Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
99.1
 
Financial Statements of Woongjin Energy Co., Ltd.




SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereto duly authorized.
 
 
 
 
SUNPOWER CORPORATION
 
 
 
Date: June 28, 2012
By:
/S/ CHARLES D. BOYNTON
 
Name:
Charles D. Boynton
 
Title:
Executive Vice President and
Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this Report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
 
Signature
 
Title
 
Date
 
 
 
 
 
/S/ THOMAS H. WERNER 
 
President, Chief Executive Officer and Director
 
June 28, 2012
Thomas H. Werner
 
(Principal Executive Officer)
 
 
 
 
 
 
 
/S/ CHARLES D. BOYNTON
 
Executive Vice President and
Chief Financial Officer
 
June 28, 2012
Charles D. Boynton
 
(Principal Financial Officer)
 
 
 
 
 
 
 
 
/S/ ERIC BRANDERIZ
 
Vice President, Corporate Controller and Principal Accounting Officer
 
June 28, 2012
Eric Branderiz
 
 (Principal Accounting Officer)
 
 
 
 
 
 
 
*
 
Director
 
June 28, 2012
Betsy S. Atkins
 
 
 
 
 
 
 
 
 
*
 
Director
 
June 28, 2012
Arnaud Chaperon
 
 
 
 
 
 
 
 
 
*
 
Director
 
June 28, 2012
Bernard Clement
 
 
 
 
 
 
 
 
 
*
 
Director
 
June 28, 2012
Denis Giorno
 
 
 
 
 
 
 
 
 
*
 
Director
 
June 28, 2012
Thomas R. McDaniel
 
 
 
 
 
 
 
 
 
*
 
Director
 
June 28, 2012
Jerome Schmitt

 
 
 
 
 
 
 
 
 
*
 
Director
 
June 28, 2012
Humbert de Wendel


 
 
 
 
 
 
 
 
 
*
 
Director
 
June 28, 2012
Patrick Wood III
 
 
 
 

*By:  /S/ ERIC BRANDERIZ
Eric Branderiz
Power of Attorney




EXHIBITS FILED HEREWITH

Exhibit
Number
 
Description
23.2
 
Consent of Samil PricewaterhouseCoopers, Independent Auditors of Woongjin Energy Co., Ltd.
31.1
 
Certification by Chief Executive Officer Pursuant to Rule 13a-14(a)/15d-14(a).
31.2
 
Certification by Chief Financial Officer Pursuant to Rule 13a-14(a)/15d-14(a).
32.1
 
Certification Furnished Pursuant to 18 U.S.C. Section 1350 as Adopted Pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
99.1
 
Financial Statements of Woongjin Energy Co., Ltd.




ex23.2_06282012
EXHIBIT 23.2

CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM


We hereby consent to the incorporation by reference in the Registration Statements on Form S-3 (File Nos. 333-140198, 333-140272, and 333-153409) and Form S-8 (File Nos. 333-130340, 333-140197, 333-142679, 333-150789, 333-172477, 333-178027, and 333-179833) of SunPower Corporation of our report dated June 21, 2010 relating to the financial statements of Woongjin Energy Co., Ltd. as of December 31, 2009 and for the year then ended which appears in the Amendment No. 1 to the Annual Report on Form 10-K of SunPower Corporation for the year ended January 1, 2012.
 

/s/ Samil PricewaterhouseCoopers
Seoul, Korea
June 28, 2012



ex31.1_06282012


 


EXHIBIT 31.1
CERTIFICATIONS

I, Thomas H. Werner, certify that:

1

I have reviewed this Annual Report on Form 10-K/A of SunPower Corporation;
2

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.


Date:  June 28, 2012
 
/S/ THOMAS H. WERNER
 
Thomas H. Werner
 
President, Chief Executive Officer and Director
 
(Principal Executive Officer)
 
 


ex31.2_06282012


 


EXHIBIT 31.2
CERTIFICATIONS

I, Charles D. Boynton, certify that:

1

I have reviewed this Annual Report on Form 10-K/A of SunPower Corporation;
2

Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
3

Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report.


Date:  June 28, 2012
 
/S/ CHARLES D. BOYNTON
 
Charles D. Boynton
 
Executive Vice President and Chief Financial Officer
 
(Principal Financial Officer)
  
 


ex32.1_06282012


 


EXHIBIT 32.1

CERTIFICATION OF CHIEF EXECUTIVE OFFICER AND
CHIEF FINANCIAL OFFICER PURSUANT TO
18 U.S.C. SECTION 1350, AS ADOPTED PURSUANT TO
SECTION 906 OF THE SARBANES-OXLEY ACT OF 2002

In connection with the Annual Report of SunPower Corporation (the “Company”) on Form 10-K/A for the period ended January 1, 2012 as filed with the Securities and Exchange Commission on the date hereof (the “Report”), each of Thomas H. Werner and Charles D. Boynton certifies, pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002, that, to the best of his knowledge and belief:

(1)                 The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and

(2)                 The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of the Company.

  Dated: June 28, 2012


 
/S/ THOMAS H. WERNER
 
Thomas H. Werner
 
President, Chief Executive Officer and Director
 
(Principal Executive Officer)
 
 
 
/S/ CHARLES D. BOYNTON
 
Charles D. Boynton
 
Executive Vice President and Chief Financial Officer
 
(Principal Financial Officer)


The foregoing certification is being furnished solely pursuant to 18 U.S.C. Section 1350 and is not being filed as part of the Report or as a separate disclosure statement.
 
 
 


ex99.1_06282012


REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM

 
To the Board of Directors and Shareholders of
Woongjin Energy CO., Ltd.
 

We have not audited the accompanying financial statements of Woongjin Energy Co., Ltd. (the “Company”) for the years ended December 31, 2011 and 2010 which are presented only for comparative purposes.
 
We have audited the accompanying statements of financial position of the Company as of December 31, 2009, and the related statements of income, appropriations of retained earnings, changes in shareholders' equity and cash flows for the year then ended, expressed in Korean won.  These financial statements are the responsibility of the Company's management. Our responsibility is to express an opinion on these financial statements based on our audit.
 
We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board in the United States of America. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement. Our audit included consideration of internal control over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company's internal control over financial reporting. Accordingly, we express no such opinion. An audit includes examining, on a test basis, evidence supporting the amounts and disclosures in the financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audit provides a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Woongjin Energy Co., Ltd. as of December 31, 2009, and the results of its operations and its cash flows for the year then ended in conformity with accounting principles generally accepted in the Republic of Korea.

Accounting principles generally accepted in the Republic of Korea vary in certain significant respects from accounting principles generally accepted in the United States of America. Information relating to the nature and effect of such differences is presented in Note 23 to the financial statements.

 

/s/ Samil PricewaterhouseCoopers
 
Seoul, Korea
June 21, 2010






Woongjin Energy Co., Ltd.
Statements of Financial Position
As at December 31, 2011 (unaudited) and 2010 (unaudited)

 
 
Thousands of Korean won
 
 
2011
(unaudited)
 
2010
(unaudited)
Assets
 
 
 
 
Current assets
 
 
 
 
Cash and cash equivalents
 
107,301,016

 
70,336,812

Other current financial assets
 
30,317,235

 
7,378,667

Trade and other receivables
 
80,518,294

 
57,158,500

Other current assets
 
36,848,335

 
13,133,149

Current tax assets
 
1,901,712

 

Inventories
 
73,054,097

 
27,387,132

Total current assets
 
329,940,689

 
175,394,260

 
 
 
 
 
Non-current assets
 
 
 
 
Other non-current financial assets
 
701,642

 
3,314,314

Long-term trade and other receivables
 
86,516

 
195,236

Deferred tax assets
 
6,922,287

 

Other non-current assets
 
30,041,461

 
13,757,200

Property, plant and equipment
 
370,625,751

 
265,193,278

Intangible assets
 
2,970,479

 
1,808,199

Total non-current assets
 
411,348,136

 
284,268,227

Total assets
 
741,288,825

 
459,662,487

 
 
 
 
 
Liabilities and equity
 
 
 
 
Current liabilities
 
 
 
 
Other current financial liabilities
 
1,012,434

 
169,326

Trade and other payables
 
38,543,615

 
51,029,257

Borrowings
 
86,253,420

 
19,488,152

Current portion of borrowings
 
20,358,245

 
18,831,184

Current tax liabilities
 

 
6,678,225

Other current liabilities
 
891,474

 
809,474

Total current liabilities
 
147,059,188

 
97,005,618

 
 
 
 
 
Non-current liabilities
 
 
 
 
Other non-current financial liabilities
 
788,882

 
107,587

Long-term trade and other payables
 
1,541,280

 
920,000

Long-term borrowings
 
270,676,454

 
60,561,295

Employee benefit liability
 
879,269

 
558,360

Deferred tax liability
 

 
1,754,886

Total non-current liabilities
 
273,885,885

 
63,902,128

Total liabilities
 
420,945,073

 
160,907,746

 
 
 
 
 
Equity
 
 
 
 
Issued capital
 
31,046,560

 
31,000,000

Capital surplus
 
147,280,798

 
142,421,075

Capital adjustments, net
 
930,172

 
422,664

Accumulated other comprehensive income (loss)
 
(252,349
)
 
4,998,129

Retained earnings
 
141,338,571

 
119,912,873

Total equity
 
320,343,752

 
298,754,741

Total liabilities and equity
 
741,288,825

 
459,662,487

 
 
 
 
 







Woongjin Energy Co., Ltd.
Statements of Financial Position
As at December 31, 2009

 
 
2009
 
 
Thousands of Korean won
Assets
 
 
Current assets
 
 
Cash and cash equivalents
 
9,215,103

(Government grants)
 
(773,871
)
Short-term financial instruments
 
25,500,000

Accounts receivable, less allowance for doubtful accounts of ₩ 192,238 thousand
 
19,031,586

Other receivables, less allowance for doubtful accounts of ₩ 154,749 thousand
 
15,849,220

Advanced payments
 
1,623,014

Short-term deposits
 
14,182,606

Deferred income tax assets
 
338,765

Inventories, net
 
8,990,458

Other current assets
 
472,751

Total current assets
 
94,429,632

 
 
 
Available-for-sale securities
 
625,630

Property, plant and equipment
 
122,221,272

Intangible assets, net
 
574,179

Guarantee deposits
 
194,881

Deferred income tax assets
 
162,460

Total assets
 
218,208,054

 
 
 
Liabilities and Stockholders' Equity
 
 
Current liabilities
 
 
Accounts payable
 
996,002

Other payables
 
23,492,005

Income tax payables
 
6,362,095

Current portion of derivatives liability
 
805,357

Current portion of long-term borrowings
 
10,312,500

Other current liabilities
 
643,765

Total current liabilities
 
42,611,724

 
 
 
Long-term borrowings
 
78,245,479

Derivatives liability
 
170,150

Accrued severance benefits, net
 
285,277

Total liabilities
 
121,312,630

Commitments and contingencies (Note 9)
 
 
Shareholders' equity
 
 
Capital stock
 
 
Common stock
 
23,060,000

Capital surplus
 
1,500,665

Capital adjustments, net
 
343,083

Accumulated other comprehensive loss
 
(683,756
)
Retained earnings
 
72,675,432

Total shareholders' equity
 
96,895,424

Total liabilities and shareholders' equity
 
218,208,054

 
 
 

The accompanying notes are an integral part of these financial statements





Woongjin Energy Co., Ltd.
Statements of Comprehensive Income
For the year ended December 31, 2011 (unaudited) and 2010 (unaudited)


 
 
Thousands of Korean won
 
 
2011
(unaudited)
 
2010
(unaudited)
 
 
 
 
 
Revenue
 
313,376,097

 
160,346,575

Cost of sales
 
269,865,119

 
94,012,675

Gross profit
 
43,510,978

 
66,333,900

 
 
 
 
 
Selling and administrative expenses
 
17,209,514

 
8,781,397

Other operating income
 
20,814,311

 
5,925,030

Other operating expenses
 
27,059,330

 
7,438,010

Operating profit
 
20,056,445

 
56,039,523

 
 
 
 
 
Finance revenue
 
3,182,397

 
7,662,676

Finance costs
 
7,779,903

 
5,340,007

Profit for the year before tax
 
15,458,939

 
58,362,192

 
 
 
 
 
Income tax expense (benefit)
 
(6,114,183
)
 
10,915,835

Profit for the year
 
21,573,122

 
47,446,357

 
 
 
 
 
Other comprehensive income (loss) for the year, net of tax
 
 
 
 
Net gain on valuation of available-for-sale financial assets
 
23,725

 
37,179

Net gain (loss) on valuation of derivative financial instruments
 
(5,274,203
)
 
5,644,706

Actuarial losses on defined benefit plans
 
(147,424
)
 
(83,996
)
 
 
(5,397,902
)
 
5,597,889

 
 
 
 
 
Total comprehensive income for the year, net of tax
 
16,175,220

 
53,044,246

 
 
 
 
 
Earnings per share:
 
 
 
 
– Basic, profit for the year
 
348

 
872

– Diluted, profit for the year
 
345

 
870

 
 
 
 
 






Woongjin Energy Co., Ltd.
Statements of Income
For the year ended December 31, 2009


 
 
2009
 
 
Thousands of Korean won
 
 
 
Revenue
 
118,893,615

Cost of Sales
 
54,554,240

Gross profit
 
64,339,375

Selling, general and administrative
 
7,855,920

Operating income
 
56,483,455

Non-operating income
 
 
Interest income
 
569,179

Gain on foreign exchange transactions
 
12,128,949

Gain on foreign currency translation
 
13,237

Others
 
129,733

 
 
12,841,098

Non-operating expenses
 
 
Interest expense
 
5,560,557

Loss on foreign exchange transactions
 
13,223,142

Loss on foreign currency translation
 
63,531

Donations
 
1,000

Others
 
321

 
 
18,848,551

Income before income taxes
 
50,476,002

Income tax expenses
 
9,442,747

Net income
 
41,033,255

 
 
 

The accompanying notes are an integral part of these financial statements






Woongjin Energy Co., Ltd.
Statements of Changes in Shareholders' Equity
For the year ended December 31, 2011 (unaudited) and 2010 (unaudited)

 
 
Thousands of Korean won
 
 
Issued capital
 
Capital Surplus
 
Capital adjustments
 
Accumulated other comprehensive loss
 
Retained earnings
 
Total equity
 
 
 
 
 
 
 
 
 
 
 
 
 
As of January 1, 2010
 
23,060,000

 
1,500,665

 
343,083

 
(683,756
)
 
72,550,512

 
96,770,504

Profit for the year
 

 

 

 

 
47,446,357

 
47,446,357

Net gain on valuation of available-for-sale financial assets
 

 

 

 
37,179

 

 
37,179

Net gain on valuation of derivative financial instruments
 

 

 
 
 
5,644,706

 

 
5,644,706

Actuarial losses on defined benefit plans
 

 

 

 

 
(83,996
)
 
(83,996
)
Total comprehensive income
 

 

 

 
5,681,885

 
47,362,361

 
53,044,246

Stock issuance
 
7,940,000

 
140,829,690

 

 

 

 
148,769,690

Share based compensation
 

 
90,720

 
79,581

 

 

 
170,301

As of December 31, 2010
 
31,000,000

 
142,421,075

 
422,664

 
4,998,129

 
119,912,873

 
298,754,741

 
 
 
 
 
 
 
 
 
 
 
 
 
As of January 1, 2011
 
31,000,000

 
142,421,075

 
422,664

 
4,998,129

 
119,912,873

 
298,754,741

Profit for the year
 

 

 

 

 
21,573,122

 
21,573,122

Net gain on valuation of available-for-sale financial assets
 

 

 

 
23,725

 

 
23,725

Net gain on valuation of derivative financial instruments
 

 

 

 
(5,274,203
)
 

 
(5,274,203
)
Actuarial losses on defined benefit plans
 

 

 

 

 
(147,424
)
 
(147,424
)
Total comprehensive income
 

 

 

 
(5,250,478
)
 
21,425,698

 
16,175,220

Exercise of stock options
 
46,560

 
283,397

 
(283,397
)
 

 

 
46,560

Share based compensation
 
 
 

 
790,905

 

 

 
790,905

Issuance of bond with warrants
 

 
4,576,326

 

 

 

 
4,576,326

As of December 31, 2011
 
31,046,560

 
147,280,798

 
930,172

 
(252,349
)
 
141,338,571

 
320,343,752







Woongjin Energy Co., Ltd.
Statements of Changes in Shareholders' Equity
For the year ended December 31, 2009
 
 
Thousands of Korean won
 
 
Issued capital
 
Capital Surplus
 
Capital adjustments
 
Accumulated other comprehensive loss
 
Retained earnings
 
Total equity
 
 
 
 
 
 
 
 
 
 
 
 
 
As of January 1, 2009
 
23,060,000

 

 
(146,410
)
 
(1,781,256
)
 
31,788,587

 
52,920,921

Amortization of discounts on stock issuances
 

 

 
146,410

 

 
(146,410
)
 

Stock based compensation
 

 
1,500,665

 
343,083

 

 

 
1,843,748

Gain on valuation of available-for-sale securities
 

 

 

 
12,446

 

 
12,446

Gain on valuation of derivatives
 

 

 

 
1,085,054

 

 
1,085,054

Net income
 

 

 

 

 
41,033,255

 
41,033,255

As of December 31, 2009
 
23,060,000

 
1,500,665

 
343,083

 
(683,756
)
 
72,675,432

 
96,895,424


The accompanying notes are an integral part of these financial statements






Woongjin Energy Co., Ltd.
Statements of Appropriations of Retained Earnings
For the year ended December 31, 2009
(Dates of appropriations: February 26, 2010 for the year ended December 31, 2009)

 
 
2009
 
 
Thousands of Korean won
Retained earnings before appropriations
 
 
Unappropriate retained earnings carried over from prior year
 
31,642,177

Net income
 
41,033,255

 
 
72,675,432

Appropriation of retained earnings
 
 
Amortization of discounts on stock issuances
 

 
 

Unappropriated retained earnings carried forward to subsequent year
 
72,675,432


The accompanying notes are an integral part of these financial statements






Woongjin Energy Co., Ltd.
Statements of Cash Flows
For the year ended December 31, 2011 (unaudited) and 2010 (unaudited)

 
 
Thousands of Korean won
 
 
2011
 
2010
Operating activities
 
 
 
 
Profit for the year
 
21,573,122

 
47,446,357

Non-cash adjustment to reconcile profit for the year to net cash flows
 
44,461,298

 
26,601,880

Working capital adjustments
 
(125,065,957
)
 
(25,662,407
)
Income tax paid
 
(10,717,362
)
 
(10,044,718
)
Net cash flow from (used in) operating activities
 
(69,748,899
)
 
38,341,112

 
 
 
 
 
Investing activities
 
 
 
 
Decrease (increase) in other current financial assets
 
(27,700,000
)
 
25,200,000

Decrease in long-term trade receivable
 
176,000

 

Proceeds from disposal of property, plant, and equipment
 
862,519

 

Proceeds from disposal of intangible assets
 
197,273

 

Interest received
 
467,556

 
2,450,007

Dividends received
 
700

 

Increase in long-term other receivable
 
(67,280
)
 
(355
)
Additions to property, plant, and equipment
 
(137,096,026
)
 
(158,813,434
)
Acquisitions of intangible assets
 
(1,846,818
)
 
(1,424,922
)
Net cash flows used in investing activities
 
(165,006,076
)
 
(132,588,704
)
 
 
 
 
 
Financing activities
 
 
 
 
Proceeds from borrowings
 
65,233,987

 
19,381,881

Proceeds from long-term borrowings
 
46,647,000

 
1,147,000

Receipt of government subsidy
 
1,562,580

 
1,250,000

Issuance of bonds
 
184,438,818

 

Stock issuance
 

 
148,769,690

Exercise of stock options
 
46,560

 

Repayment of current potion of borrowings
 
(18,831,184
)
 
(10,312,500
)
Utilization of government subsidy
 
(663,827
)
 
(526
)
Interest paid
 
(6,701,858
)
 
(4,761,068
)
Net cash flows from financing activities
 
271,732,076

 
155,474,477

Net increase in cash and cash equivalents
 
36,977,101

 
61,226,885

Net foreign exchange difference
 
(12,897
)
 
(105,176
)
Cash and cash equivalents as at January 1
 
70,336,812

 
9,215,103

Cash and cash equivalents at December 31
 
107,301,016

 
70,336,812







Woongjin Energy Co., Ltd.
Statement of Cash Flows
For the year ended December 31, 2009
 
 
2009
 
 
Thousands of Korean won
Cash flows from operating activities
 
 
Net income (loss)
 
41,033,255

Adjustments to reconcile net income to net cash provided by operating activities
 
 
Depreciation
 
12,434,892

Amortization of intangible assets
 
180,132

Provision for severance benefits
 
675,779

Bad debt expenses
 
84,992

Fees and commissions
 
2,592

Other bad debt expense
 

Loss (gain) on foreign currency translation, net
 
50,294

Loss on disposal of property, plant and equipment, net
 

Non-cash interest expenses
 

Loss (gain) on valuation of derivative instruments
 

Loss on valuation of inventories
 
50,015

Stock based compensation expenses
 
1,843,747

 
 
15,322,443

Changes in operating assets and liabilities
 
 
Increase in accounts receivable
 
(5,130,645
)
Increase in other receivable
 
(432,553
)
Increase in advanced payments
 
(1,158,657
)
Increase in short-term deposits
 
(4,271,737
)
Decrease (increase) in other current assets
 
(146,482
)
Increase in inventories
 
(346,166
)
Increase (decrease) in deferred tax assets
 
995,611

Increase in accounts payable
 
186,784

Increase (decrease) in other payables
 
(9,079,644
)
Increase (decrease) in accrued expenses
 
374,428

Increase in income tax payables
 
2,161,398

Increase (decrease) in other current liabilities
 
(293,205
)
Increase in other long-term payables
 
(134,780
)
Decrease in deferred tax liabilities
 

Increase (decrease) in accrued severance benefits
 
(509,215
)
 
 
(17,784,863
)
Net cash provided by (used in) operating activities
 
38,570,835

 
 
 
Cash flows from investing activities
 
 
Increase in short-term financial instruments, net
 
(14,500,000
)
Decrease (increase) in short-term loans, net
 
6,666

Proceeds from disposal of property, plant and equipment
 
16,863

Decrease (increase) in guaranteed deposits, net
 
(4,881
)
Acquisition of available-for-sale securities
 

Acquisition of property, plant and equipment
 
(23,867,628
)
Acquisition of intangible assets
 
(103,517
)
Net cash used in investing activities
 
(38,452,497
)
 
 
 
Cash flows from financing activities
 
 
Increase in short-term borrowings
 
7,444,140

Increase in long-term borrowings
 
8,203,543

Payment of short-term borrowings
 
(8,785,394
)
Payment of long-term borrowings
 
(2,467,021
)
Proceeds from stock issuances
 

Receipts of government grants
 
1,050,000

Net cash provided by financing activities
 
5,445,268

Net increase in cash and cash equivalents
 
5,563,606

Cash and cash equivalents
 
 
Beginning of the year
 
3,651,497

End of the year
 
9,215,103


The accompanying notes are an integral part of these financial statements





Woongjin Energy Co., Ltd.
Notes to Financial Statements
For the years ended December 31, 2011 and 2010 (unaudited)


AS OF AND FOR THE YEARS ENDED DECEMBER 31, 2011 AND 2010:

1.
Corporate Information

Woongjin Energy Co., Ltd. (the “Company”) was established on November 17, 2006, under the joint venture agreement dated September 29, 2006 between Woongjin Coway Co., Ltd. and SunPower Corporation (together with its subsidiaries, “SunPower”). The Company is mainly engaged in manufacture, sales and distribution of silicon ingots. In 2007, Woongjin Holdings Co., Ltd. acquired shares of the Company held by Woongjin Coway Co., Ltd.

As of December 31, 2011, the Company’s headquarter and manufacturing facilities are located in Dae-jeon, South Korea.

The Company changed its par value per share from ₩ 5,000 to ₩ 500 through stock split which was approved by the resolution of the stockholders' meeting on January 14, 2010, and the Company listed its shares on the Korea Exchange on June 30, 2010. As of December 31, 2011 the Company's paid in capital amounts to ₩ 31,047 million and the majority stockholder of the Company is Woongjin Holdings Co., Ltd., which owns 38.1 % of the Company's total issued and outstanding shares.

2.
Significant Accounting Policies and Basis of Financial Statements Preparation

Basis of Preparation

The separate financial statements have been prepared on a historical cost basis, except for financial instruments and others that are described in the summary of significant accounting policies. The separate financial statements are presented in Korean won and all values are rounded to the nearest thousand except when otherwise indicated.

Statement of Compliance

The separate financial statements of the Company have been prepared in accordance with Korea International Financial Reporting Standards ("K-IFRS") enacted by the Corporate External Audit Law.

Korea International Financial Reporting Standards ("K·IFRS") First Time Adoption

The Company has adopted K-IFRS in preparation for its separate financial statements for the period beginning January 1, 2011 and the date of transition to K-IFRS is January 1, 2010.

In preparing these financial statements, the Company's opening statement of financial position was prepared as at January 1, 2010, the Company's date of transition to K-IFRS. Note 32 explains the principal adjustments made by the Company in restating its previous statements of financial position based on previous local GAAP as at January 1, 2010 and its previously published local GAAP financial statements for the year ended December 31, 2010.

Summary of Significant Accounting Policies

Foreign Currency Translation
The Company's separate financial statements are presented in Korean won, which is the Company's functional currency as well as presentation currency.

Monetary assets and liabilities denominated in foreign currencies are retranslated at the functional currency spot rate of exchange at the reporting date.

Non-monetary items that are measured in terms of historical cost in a foreign currency are translated using the exchange rates as at the dates of the initial transactions. Non-monetary items measured at fair value in a foreign currency are translated using the exchange rates at the date when the fair value is determined.

Revenue Recognition
Revenue is recognized to the extent that it is probable that the economic benefits will flow to the Company and the revenue can be reliably measured, regardless of when the payment is being made. The Company assesses its revenue arrangements against specific criteria in order to determine if it is acting as principal or agent. The Company has concluded that it is acting as a principal in all of its revenue arrangements except for those outsourced manufacturing services earning a fixed service fee.

The specific recognition criteria described below must also be met before revenue is recognized.

Sale of Goods
Revenue from the sale of goods is recognized when the significant risks and rewards of ownership of the goods have passed to the buyer, usually on delivery of the goods.

Interest Income
For all financial instruments measured at amortized cost and interest bearing financial assets classified as available-for-sale, interest income or expense is recorded using the effective interest rate (EIR), which is the rate that exactly discounts the estimated future cash payments or receipts through the expected life of the financial instrument or a shorter period, where appropriate, to the net carrying amount of the financial asset or liability, Interest income is included in finance income in the statements of comprehensive income.

Dividends
Revenue is recognized when the Company's right to receive the payment is established.

Taxes

Current Income Tax
Current income tax assets and liabilities for the current and prior periods are measured at the amount expected to be recovered from or paid to the taxation authorities. The tax rates and tax laws used to compute the amount are those that are enacted or substantively enacted, by the reporting date, in the countries where the Company operates and generates taxable income.

Current income tax relating to items recognized directly in equity is recognized in equity and not in the statements of comprehensive income. Management periodically evaluates positions taken in the tax returns with respect to situations in which applicable tax regulations are subject to interpretation and establishes provisions where appropriate.

Deferred Tax
Deferred tax is provided using the liability method on temporary differences at the reporting date between the tax bases of assets and liabilities and their carrying amounts for financial reporting purposes at the reporting date.

Deferred tax liabilities are recognized for all taxable temporary differences, except:

Where the deferred tax liability arises from the initial recognition of goodwill or of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

In respect of taxable temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, where the timing of the reversal of the temporary differences can be controlled and it is probable that the temporary differences will not reverse in the foreseeable future.

Deferred tax assets are recognized for all deductible temporary differences, carry forward of unused tax credits and unused tax losses, to the extent that it is probable that taxable profit will be available against which the deductible temporary differences, and the carry forward of unused tax credits and unused tax losses can be utilized except:

Where the deferred tax asset relating to the deductible temporary difference arises from the initial recognition of an asset or liability in a transaction that is not a business combination and, at the time of the transaction, affects neither the accounting profit nor taxable profit or loss.

In respect of deductible temporary differences associated with investments in subsidiaries, associates and interests in joint ventures, deferred tax assets are recognized only to the extent that it is probable that the temporary differences will reverse in the foreseeable future and taxable profit will be available against which the temporary differences can be utilized.

The carrying amount of deferred tax assets is reviewed at each reporting date and reduced to the extent that it is no longer probable that sufficient taxable profit will be available to allow all or part of the deferred lax asset to be utilized. Unrecognized deferred lax assets are reassessed at each reporting date and are recognized to the extent that it has become probable that future taxable profits will allow the deferred tax asset to be recovered.

Deferred tax assets and liabilities are measured at the tax rates that are expected to apply in the year when the asset is realized or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date.

Deferred tax relating to items recognized outside profit or loss is recognized outside profit or loss. Deferred tax items are recognized in correlation to the underlying transaction either in other comprehensive income or directly in equity.

Deferred tax assets and deferred tax liabilities are offset, if a legally enforceable right exists to set off current tax assets against current income tax liabilities and the deferred taxes relate to the same taxable entity and the same taxation authority.

Government Subsidies
Government subsidies are recognized where there is reasonable assurance that the subsidy will be received and all attached conditions will be complied with. When the subsidy relates to an expense item, it is recognized as income over the period necessary to match the subsidy on a systematic basis to the costs that it is intended to compensate. Where the subsidy relates to an asset, it is recognized as deferred income and released to income in equal amounts over the expected useful life of the related asset.

Pensions and Other Post Employment Benefits
The Company operates a defined benefit plan. The cost of providing benefits under the defined benefit plan is determined separately for each plan using the projected unit credit method. Actuarial gains and losses for a defined benefit plan are recognized in full in the period in which they occur in other comprehensive income. Such actuarial gains and losses are also immediately recognized in retained earnings and are not reclassified to profit or loss in subsequent periods.

Unvested past service costs are recognized as an expense on a straight line basis over the average period until the benefits become vested. Past service costs are recognized immediately if the benefits have already vested immediately following the introduction of, or changes to, a pension plan.

The defined benefit asset or liability comprises the present value of the defined benefit obligation, less unrecognized past service costs and less the fair value of plan assets out of which the obligations are to be settled. Plan assets are assets that are held by a long-term employee benefit fund or qualifying insurance policies. Plan assets are not available to the creditors of the Company, nor can they be paid directly to the Company. Fair value is based on market price information and, in the case of quoted securities, it is the published bid price. The value of any defined benefit asset recognized is restricted to the sum of any past service costs and the present value of any economic benefits available in the form of refunds from the plan or reductions in the future contributions to the plan.

Share Based Payment Transactions
Employees (including senior executives) of the Company receive remuneration in the form of share-based payment transactions, whereby employees render services as consideration for equity instruments ('equity-settled transactions').

The cost of equity-settled transactions is recognized, together with a corresponding increase in equity, over the period in which the performance and or service conditions are fulfilled. The cumulative expense recognized for equity-settled transactions at each reporting date until the vesting date reflects the extent to which the vesting period has expired and the Company's best estimate of the number of equity instruments that will ultimately vest The statements of comprehensive income expense or credit for a period represents the movement in cumulative expense recognized as at the beginning and end of that and is recognized in employee benefits expense (Note 21).

No expense is recognized for awards that do not ultimately vest, except for equity-settled transactions where vesting is conditional upon a market or non-vesting condition. These are treated as vesting irrespective of whether or not the market or non-vesting condition is satisfied, provided that all other performance and or service conditions are satisfied.

When the terms of an equity-settled transaction award are modified, the minimum expense recognized is the expense as if the terms had not been modified, if the original terms of the award are met. An additional expense is recognized for any modification that increases the total fair value of the share-based payment transaction, or is otherwise beneficial to the employee as measured at the date of modification.

When an equity-settled award is canceled, it is treated as if it vested on the date of cancellation, and any expense not yet recognized for the award is recognized immediately. This includes any award where non-vesting conditions within the control of either the entity or the employee are not met. However, if a new award is substituted for the canceled award, and designated as a replacement award on the date that it is granted, the canceled and new awards are treated as if they were a modification of the original award, as described in the previous paragraph.

The dilutive effect of outstanding options is reflected as additional share dilution in the computation of diluted earnings per share.

Financial Instruments

Financial Assets

Initial Recognition and Measurement
Financial assets within the scope of K-IFRS 1039 are classified as financial assets at fair value through profit or loss, loans and receivables, held-to-maturity investments, available-for-sale financial assets, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Company determines the classification of its financial assets at initial recognition.

All financial assets are recognized initially at fair value plus transactions costs, except in the case of financial assets recorded at fair value through profit or loss.

Purchases or sales of financial assets that require delivery of assets within a time frame established by regulation or convention in the marketplace (regular way trades) are recognized on the trade date, i.e., the date that the Company commits to purchase or sell the asset.

The Company's financial assets include cash and short-term deposits, trade and other receivables, unquoted financial instruments, and derivative financial instruments.

Subsequent Measurement
The subsequent measurement of financial assets depends on their classification as described below:

Financial Assets at Fair Value Through Profit or Loss
Financial assets at fair value through profit or loss include financial assets held for trading and financial assets designated upon initial recognition at fair value through profit or loss. Financial assets are classified as held for trading if they are acquired for the purpose of selling or repurchasing in the near term. Derivatives, including separate embedded derivatives are also classified as held for trading unless they are designated as effective hedging instruments as defined by K-IFRS 1039. Financial assets at fair value through profit or loss are carried in the statement of financial position at fair value with changes in fair value recognized in finance costs in the statements of comprehensive income.

Financial assets designated upon initial recognition at fair value through profit or loss are designated at their initial recognition date and only if the criteria under K-IFRS 1039 are satisfied. The Company has not designated any financial assets upon initial recognition as at fair value through profit or loss.

The Company evaluates its financial assets held for trading, other than derivatives, to determine whether the intention to sell them in the near term is still appropriate. When in rare circumstances the Company is unable to trade these financial assets due to inactive markets and management's intention to sell them in the foreseeable future significantly changes, the Company may elect to reclassify these financial assets. The reclassification to loans and receivables, available-for-sale of held to maturity depends on the nature of the asset. This evaluation does not affect any financial assets designated at fair value through profit or loss using the fair value option at designation, these instruments cannot be reclassified after initial recognition.

Derivatives embedded in host contracts are accounted for as separate derivatives and recorded at fair value if their economic characteristics and risks are not closely related to those of the host contracts and the host contracts are not held for trading or designated at fair value though profit or loss. These embedded derivatives are measured at fair value with changes in fair value recognized in the statements of comprehensive income. Reassessment only occurs if there is a change in the terms of the contract that significantly modifies the cash flows that would otherwise be required.

Loans and Receivables
Loans and receivables are non-derivative financial assets with fixed or determinable payments that are not quoted in an active market. After initial measurement, such financial assets are subsequently measured at amortized cost using the effective interest rate method (EIR), less impairment. Amortized cost is calculated by taking into account any discount or premium on acquisition and fee or costs that are an integral part of the EIR. The EIR amortization is included in finance income in the statements of comprehensive income. The losses arising from impairment are recognized in the statements of comprehensive income in finance costs for loans and in cost of sales or other operating expenses for receivables.

Held-to-Maturity Investments
Non-derivative financial assets with fixed or determinable payments and fixed maturities are classified as held-to maturity when the Company has the positive intention and ability to hold it to maturity. After initial measurement held-to-maturity investments are measured at amortized cost using the EIR, less impairment. Amortized cost is calculated by taking into account any discount or premium on acquisition and fee or costs that are an integral part of the EIR. The EIR amortization is included in finance income in the statements of comprehensive income. The losses arising from impairment are recognized in statements of comprehensive income in finance costs. The Company did not have any held-to-maturity investments during the years ended December 31, 2011 and 2010.

Available-for-Sale Financial Investments
Available-far-sale financial investments include equity investments and debt securities. Equity investments classified as available-for sale are those, which are neither classified as held for trading nor designated at fair value through profit or loss. Debt securities in this category are those which are intended to be held for an indefinite period of time and which may be sold in response to needs for liquidity or in response to changes in the market conditions.

After initial measurement, available-for-sale financial investments are subsequently measured at fair value with unrealized gains or losses recognized as other comprehensive income in the available-for-sale reserve until the investment is derecognized, at which time the cumulative gain or loss is recognized in other operating income, or the investment is determined to be impaired, when the cumulative loss is reclassified from the available-far-sale reserve to the statements of comprehensive income in finance costs. Interest earned whilst holding available-for-sale financial investments is reported as interest income using the EIR method.

The Company evaluates whether the ability and intention to sell its available-for-sale financial assets in the near term is still appropriate. When in rare circumstances, the Company is unable to trade those financial assets due to inactive markets and management's intention to do so significantly changes in the foreseeable future, the Company may elect to reclassify these financial assets. Reclassification to loans and receivables is permitted when the financial asset meets the definition of loans and receivables and has the intent and ability to hold these assets for the foreseeable future or maturity. Reclassification to the held-to-maturity category is permitted only when the entity has the ability and intention to hold the financial asset accordingly.

For a financial asset reclassified from the available-for-sale category, the fair value at the date of reclassification becomes its new amortized cost and any previous gain or loss on that asset that has been recognized in equity is amortized to profit or loss over the remaining life of the investment using the EIR. Any difference between the new amortized cost and the maturity amount is also amortized over the remaining life of the asset using the EIR. If the asset is subsequently determined to be impaired, then the amount recorded in equity is reclassified to the statements of comprehensive income.

Derecognition
A financial asset (or, where applicable a part of a financial asset or part of a group of similar financial assets) is derecognized when:

The rights to receive cash flows from the asset have expired.

The Company has transferred its rights to receive cash flows from the asset or has assumed an obligation to pay the received cash flows in full without material delay to a third party under a 'pass-through' arrangement; and either (a) the Company has transferred substantially all the risks and rewards of the asset, or (b) the Company has neither transferred nor retained substantially all the risks and rewards of the asset, but has transferred control of the asset.

When the Company has transferred its rights to receive cash flows from an asset or has entered into a pass-through arrangement, it evaluates if and to what extent it has retained the risks and rewards of ownership. When it has neither transferred nor retained substantially all of the risks and rewards of the asset, nor transferred control of the asset, the asset is recognized to the extent of the Company's continuing involvement in the asset. In that case, the Company also recognizes an associated liability. The transferred asset and the associated liability are measured on a basis that reflects the rights and obligations that the Company has retained.

Continuing involvement that takes the form of a guarantee over the transferred asset is measured at the lower of the original carrying amount of the asset and the maximum amount of consideration that the Company could be required to repay.

Impairment of Financial Assets
The Company assesses at each reporting date whether there is any objective evidence that a financial asset or a group of financial assets is impaired. A financial asset or a group of financial assets is deemed to be impaired if, and only if, there is objective evidence of impairment as a result of one or more events that has occurred after the initial recognition of the asset (an incurred 'loss event') and that loss event has an impact on the estimated future cash flows of the financial asset or the group of financial assets that can be reliably estimated.

Evidence of impairment may include indications that the debtors or a group of debtors is experiencing significant financial difficulty, default or delinquency in interest or principal payments, the probability that they will enter bankruptcy or other financial reorganization and where observable data indicate that there is a measurable decrease in the estimated future cash flows, such as changes in arrears or economic conditions that correlate with defaults.

Financial Assets Carried at Amortized Cost
For financial assets carried at amortized cost the Company first assesses individually whether objective evidence of impairment exists individually for financial assets that are individually significant, or collectively for financial assets that are not individually significant. If the Company determines that no objective evidence of impairment exists for an individually assessed financial asset, whether significant or not, it includes the asset in a group of financial assets with similar credit risk characteristics and collectively assesses them for impairment. Assets that are individually assessed for impairment and for which an impairment loss is, or continues to be, recognized are not included in a collective assessment of impairment.

If there is objective evidence that an impairment loss has incurred, the amount of the loss is measured as the difference between the asset's carrying amount and the present value of estimated future cash flows (excluding future expected credit losses that have not yet been incurred). The present value of the estimated future cash flows is discounted at the financial assets original effective interest rate. If a lean has a variable interest rate, the discount rate far measuring any impairment less is the current EIR.

The carrying amount of the asset is reduced through the use of an allowance account and the amount of the loss is recognized in the statements of comprehensive income. Interest income continues to be accrued on the reduced carrying amount and is accrued using the rate of interest used to discount the future cash flows for the purpose of measuring the impairment loss. The interest income is recorded as part of finance income in the statements of comprehensive income. Loans together with the associated allowance are written off when there is no realistic prospect of future recovery and all collateral has been realized or has been transferred to the Company. If, in a subsequent year, the amount of the estimated impairment loss increases or decreases because of an event occurring after the impairment was recognized, the previously recognized impairment loss is increased or reduced by adjusting the allowance account. If a future write-off is later recovered, the recovery is credited to finance costs in the statements of comprehensive income.

Available-for-Sale Financial Investments
For available-for-sale financial investments, the Company assesses at each reporting date whether there is objective evidence that an investment or a group of investments is impaired.

In the case of equity investments classified as available-far-sale, objective evidence would include a significant or prolonged decline in the fair value of the investment below its cost. 'Significant' is to be evaluated against the original cost of the investment and 'prolonged' against the period in which the fair value has been below its original cost. Where there is evidence of impairment, the cumulative loss - measured as the difference between the acquisition cost and the current fair value, less any impairment loss on that investment previously recognized in the statements of comprehensive income - is removed from other comprehensive income and recognized in the statements of comprehensive income. Impairment losses on equity investments are not reversed through the statements of comprehensive income; increases in their fair value after impairment are recognized directly in other comprehensive income.

In the case of debt instruments classified as available-far-sale, impairment is assessed based on the same criteria as financial assets carried at amortized cost. However, the amount recorded for impairment is the cumulative loss measured as the difference between the amortized cost and the current fair value, less any impairment loss on that investment previously recognized in the statements of comprehensive income.

Future interest income continues to be accrued based on the reduced carrying amount of the asset and is accrued using the rate if interest used to discount the future cash flows for the purpose of measuring the impairment loss. The interest income is recorded as part of finance income. If, in a subsequent year, the fair value of a debt instrument increases and the increase can be objectively related to an event occurring after the impairment loss was recognized in the statements of comprehensive income, the impairment loss is reversed through the statements of comprehensive income.

Financial Liabilities

Initial Recognition and Measurement
Financial liabilities within the scope of K-IFRS 1039 are classified as financial liabilities at fair value through profit or loss, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Company determines the classification of Its financial liabilities at initial recognition.

When bonds with stock warrants with embedded conditions to lower the exercise price if stock price falls, are issued, the difference between initial carrying amount of bonds with stock warrants and liabilities components of bonds with stock warrants could be divided into consideration for stock warrants and consideration for lowering of exercise price, and recorded in equity and liability, respectively. However, in accordance with Q&A from Financial Supervisory Service (FSS), consideration for lowering the exercise price cannot be considered a liability component due to the un-reimbursable nature of these bonds and accordingly, no distinguishment between consideration for stock warrants and that for lowering the exercise price can be made but instead, the difference between the initial carrying amount of bonds with stock warrants and liability components of bonds with stock warrants is recorded in equity.

However, should the accounting treatments under the Q&A from Financial Supervisory Service (FSS) not be consistent with opinions from International Accounting Standards Board ("IASB") or IFRS Interpretations Committee ("IFRIC") Issued in the future, they may be replaced by opinions from lASB or IFRIC.

All financial liabilities are recognized initially at fair value and in the case of loans and borrowings, less directly attributable transaction costs.

The Company's financial liabilities include trade and other payables, bank overdraft, loans and borrowings, financial guarantee contracts, and derivative financial instruments.

Subsequent Measurement
The measurement of financial liabilities depends on their classification as described below:

Financial Liabilities at Fair Value Through Profit or Loss
Financial liabilities at fair value through profit or loss includes financial liabilities held for trading and financial liabilities designated upon initial recognition as at fair value through profit or loss.

Financial liabilities are classified as held for trading if they are acquired for the purpose of selling in the near term. This category includes derivative financial instruments entered into by the Company that are not designated as hedging instruments in hedge relationships as defined by K-IFRS 1039. Separated embedded derivatives are also classified as held for trading unless they are designated as effective hedging instruments.

Gains or losses on liabilities held for trading are recognized in the statements of comprehensive income.

Financial liabilities designated upon initial recognition at fair value through profit or loss so designated at the initial date of recognition, and only if criteria of K-IFRS 1039 are satisfied. The Company has not designated any financial liabilities upon initial recognition as at fair value through profit or loss.

Loans and Borrowings
After initial recognition, interest bearing loans and borrowings are subsequently measured at amortized cost using the EIR method. Gains and losses are recognized in the statements of comprehensive income when the liabilities are derecognized as well as through EIR amortization process.

Amortized cost is calculated by taking into account any discount or premium on acquisition and fee or costs that are an integral part of the EIR. The EIR amortization is included in finance cost in the statements of comprehensive income.

Derecognition
A financial liability is derecognized when the obligation under the liability is discharged or canceled or expires.

When an existing financial liability is replaced by another from the same lender on substantially different terms, or the terms of an existing liability are substantially modified, such an exchange or modification is treated as a derecognition of the original liability and the recognition of a new liability, and the difference in the respective carrying amounts is recognized in the statements of comprehensive income.

Offsetting of Financial Instruments
Financial assets and financial liabilities are offset and the net amount reported in the separate statement of financial position if, and only if, there is a currently enforceable legal right to offset the recognized amounts and there is an intention to settle on a net basis, or to realize the assets and settle the liabilities simultaneously.

Fair Value of Financial Instruments
The fair value of financial instruments that are traded in active markets at each reporting date is determined by reference to quoted market prices or dealer price quotations (bid price for long positions and ask price for short positions), without any deduction for transaction costs.

For financial instruments not traded in an active market, the fair value is determined using appropriate valuation techniques. Such techniques may include:

using recent arm's length market transactions

reference to the current fair value of another instrument that is substantially the same

discounted cash flow analysis or other valuation models.

Derivative Financial Instruments and Hedge Accounting

Initial Recognition and Subsequent Measurement
The Company uses derivative financial instruments such as forward currency contracts and interest rate swaps to hedge its foreign currency risks and interest rate risks, respectively. Such derivative financial instruments are initially recognized at fair value on the date on which a derivative contract is entered into and are subsequently remeasured at fair value. Derivatives are carried as financial assets when the fair value is positive and as financial liabilities when the fair value is negative.

Any gains or losses arising from changes in fair value on derivatives are taken directly to the statements of comprehensive income, except for the effective portion of cash flow hedges, which is recognized in other comprehensive income.

At the inception of a hedge relationship, the Company formally designates and documents the hedge relationship to which the Company wishes to apply hedge accounting and the risk management objective and strategy for undertaking the hedge. The documentation includes identification of the hedging instrument, the hedged item or transaction, the nature of the risk being hedged and how the entity will assess the effectiveness of changes in the hedging instruments fair value in offsetting the exposure to changes in the hedged item's fair value or cash flows attributable to the hedged risk. Such hedges are expected to be highly effective in achieving offsetting changes in fair value or cash flows and are assessed on an ongoing basis to determine that they actually have been highly effective throughout the financial reporting periods for which they were designated.

Hedges which meet the strict criteria for hedge accounting are accounted for as follows:

Fair Value Hedges
The change in the fair value of an hedging derivative is recognized in the statements of comprehensive income in finance costs. The change in the fair value of the hedged item attributable to the risk hedged is recorded as a part of the carrying value of the hedged item and is also recognized in the statements of comprehensive income in finance costs.

For fair value hedges relating to items carried at amortized cost, any adjustment to carrying value is amortized through the statements of comprehensive income over the remaining term of the hedge using the EIR method. EIR amortization may begin as soon as an adjustment exists and no later than when the hedged item ceases to be adjusted for changes in its fair value attributable to the risk being hedged.

If the hedge item is derecognized, the unamortized fair value is recognized immediately in the statements of comprehensive income.

When an unrecognized firm commitment is designated as a hedged item, the subsequent cumulative change in the fair value of the firm commitment attributable to the hedged risk is recognized as an asset or liability with a corresponding gain or loss recognized in the statements of comprehensive income.

Cash Flow Hedges
The effective portion of the gain or loss on the hedging instrument is recognized directly as other comprehensive income in the cash flow hedge reserve, while any ineffective portion is recognized immediately in the statements of comprehensive income in other operating expenses.

The Company uses foreign currency contracts as hedges of its exposure to foreign currency risk in forecasted transactions and firm commitments, as well as forward commodity contracts for its exposure to volatility in the commodity prices. The ineffective portion relating to foreign currency contracts is recognized in finance costs and the ineffective portion relating to commodity contracts is recognized in other operating income.

Amounts recognized as other comprehensive income are transferred to the statements of comprehensive income when the hedged transaction affects profit or loss, such as when the hedged financial income or financial expense is recognized or when a forecast sale occurs. Where the hedged item is the cost of a non-financial asset or non-financial liability, the amounts recognized as other comprehensive income are transferred to the initial carrying amount of the non-financial asset or liability.

If the forecast transaction or firm commitment is no longer expected to occur, the cumulative gain or loss previously recognized in equity are transferred to the statements of comprehensive income. If the hedging instrument expires or is sold, terminated or exercised without replacement or rollover, or if its designation as a hedge is revoked, any cumulative gain or loss previously recognized in other comprehensive income remains in other comprehensive income until the forecast transaction or firm commitment affects profit or loss.

Property, Plant and Equipment
Plant and equipment is stated at cost, net of accumulated depreciation and/or accumulated impairment losses, if any. Such cost includes the cost of replacing part of the plant and equipment and borrowing costs for long-term construction projects if the recognition criteria are met. When significant parts of property, plant and equipment are required to be replaced in intervals, the Company recognizes such parts as individual assets with specific useful lives and depreciates them accordingly. Likewise, when a major inspection is performed, its cost is recognized in the carrying amount of the plant and equipment as a replacement if the recognition criteria are satisfied. All other repair and maintenance costs are expensed in the statements of comprehensive income as incurred.

Depreciation of property, plant and equipment is provided using the straight-line method over the estimated useful life of the assets as follows:

 
Estimated Useful Lives
Building
25 years
Structures
20 years
Machinery and equipment
8 years
Others
3~5 years

An item of property, plant and equipment and any significant part initially recognized is derecognized upon disposal or when no future economic benefits are expected from its use or disposal. Any gain or loss arising on derecognition of the asset (calculated as the difference between the net disposal proceeds and the carrying amount of the asset) is included in the statements of comprehensive income when the asset is derecognized.

The assets' residual values, useful lives and depreciation method are reviewed at each financial year end, and adjusted prospectively, if appropriate.

Borrowing Costs
Borrowing costs directly attributable to the acquisition, construction or production of an asset that necessarily takes a substantial period of time to get ready for its intended use or sale are capitalized as part of the cost of the respective assets. All other borrowing costs are expensed in the period they occur. Borrowing costs consist of interest and other costs that an entity incurs in connection with the borrowing of funds.

Intangible Assets
Intangible assets acquired separately are measured on initial recognition at cost. The cost of intangible assets acquired in a business combination is its fair value as at the date of acquisition. Following initial recognition, intangible assets are carried at cost less any accumulated amortization and any accumulated impairment losses. Internally generated intangible assets, excluding capitalized development costs, are not capitalized and expenditure is reflected in the statements of comprehensive income in the year in which the expenditure is incurred.

The useful lives of intangible assets are assessed as either finite or indefinite. Intangible assets with finite lives are amortized over the useful economic life and assessed for impairment whenever there is an indication that the intangible asset may be impaired. The amortization period and the amortization method for an intangible asset with a finite useful life is reviewed at least at each financial year end. Changes in the expected useful life or the expected pattern of consumption of future economic benefits embodied in the asset is accounted for by changing the amortization period or method, as appropriate, and are treated as changes in accounting estimates. The amortization expense on intangible assets with finite lives is recognized in the statements of comprehensive income in the expense category consistent with the function of the intangible asset.

Intangible assets with indefinite useful lives are not amortized, but are tested for impairment annually, either individually or at the cash generating unit level. The assessment of indefinite life is reviewed annually to determine whether the indefinite life continues to be supportable. If not, the change in useful life from indefinite to finite is made on a prospective basis.

Gains or losses arising from derecognition of an intangible asset are measured as the difference between the net disposal proceeds and the carrying amount of the asset and are recognized in the statements of comprehensive income when the asset is derecognized.

A summary of the policies applied to the Company's intangible assets is as follows:

 
 
 
 
 
Membership
Software
Development Costs
Useful lives
Indefinite
Finite (5 years)
Finite (5 years)
 
 
 
 
Amortization method used
No amortization
Amortized on a straight line basis over the period of the patent
Amortized over the period of expected future sales from the related project on a straight line basis

Inventories
Inventories are valued at the lower of cost and net realizable value. with cost being determined using the weighted average method, except for materials in-transit with specific identification method and raw materials with weighted moving-average method. Net realizable value is the estimated selling price in the ordinary course of business, less estimated costs of completion and the estimated costs necessary to make the sale.

The Company recorded valuation allowance on a periodic basis, when significant changes with an adverse effect (an oversupply, an obsolete or decline in the price of goods) on the entity have taken place during the period, or will take place in the near future, loss from inventory valuation is recognized as cost of sales.

Impairment of Non-Financial Assets
The Company assesses at each reporting date whether there is an indication that an asset may be impaired. If any indication exists, or when annual impairment testing for an asset is required, the Company estimates the asset's recoverable amount. An asset's recoverable amount is the higher of an asset's or cash-generating units (CGU) fair value less costs to sell and its value in use and is determined for an individual asset, unless the asset does not generate cash inflows that are largely independent of those from other assets or Company's assets.

Where the carrying amount of an asset or CGU exceeds its recoverable amount, the asset is considered impaired and is written down to its recoverable amount. In assessing value in use, the estimated future cash flows are discounted to their present value using a pre-tax discount rate that reflects current market assessments of the time value of money and the risks specific to the asset. In determining fair value less costs to sell, an appropriate valuation model is used. These calculations are corroborated by valuation multiples, quoted share prices for publicly traded subsidiaries or other available fair value indicators.

Impairment losses of continuing operations, including impairment on inventories, are recognized in the statements of comprehensive income in expense categories consistent with the function of the impaired asset, except for property previously revalued where the revaluation was taken to other comprehensive income. In this case, the impairment is also recognized in other comprehensive income up to the amount of any previous revaluation.

For assets excluding goodwill, an assessment is made at each reporting date as to whether there is any indication that previously recognized impairment losses may no longer exist or may have decreased. If such indication exists, the Company estimates the asset's or cash-generating unit's recoverable amount. A previously recognized impairment loss is reversed only if there has been a change in the assumptions used to determine the asset's recoverable amount since the last impairment loss was recognized. The reversal is limited so that the carrying amount of the asset does not exceed its recoverable amount, nor exceed the carrying amount that would have been determined, net of depreciation, had no impairment loss been recognized for the asset in prior years. Such reversal is recognized in the statements of comprehensive income unless the asset is carried at a revalued amount, in which case the reversal is treated as a revaluation increase.

Intangible assets with indefinite useful lives are tested for impairment annually as at December 31 either individually or at the cash generating unit level, as appropriate and when circumstances indicate that the carrying value may be impaired.

Cash and Cash Equivalents
Cash and cash equivalents in the statement of financial position comprise cash at banks and on hand and cash equivalents with an original maturity of three months or less. For the purpose of the statement of cash flows, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

Provisions
Provisions are recognized when the Company has a present obligation (legal or constructive) as a result of a past event, it is probable that an outflow of resources embodying economic benefits will be required to settle the obligation and a reliable estimate can be made of the amount of the obligation. Where the Company expects some or all of a provision to be reimbursed, for example under an insurance contract, the reimbursement is recognized as a separate asset but only when the reimbursement is virtually certain. The expense relating to any provision is presented in the income statement net of any reimbursement.

If the effect of the time value of money is material, provisions are discounted using a current pre-tax rate that reflects, where appropriate, the risks specific to the liability. Where discounting is used, the increase in the provision due to the passage of time is recognized as a finance cost.

Significant Accounting Judgments, Estimates and Assumptions
The preparation of the Company's separate financial statements requires management to make judgments, estimates and assumptions that affect the reported amounts of revenues, expenses, assets and liabilities, and the disclosure of contingent liabilities, at the end of the reporting period. However, uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability affected in future periods.

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below.

Impairment of Non-Financial Assets
Impairment exists when the carrying value of an asset or cash generating unit exceeds its recoverable amount, which is the higher of its fair value less costs to sell and its value in use. The fair value less costs to sell calculation is based on available data from binding sales transactions in an arm's length transaction of similar assets or observable market prices less incremental costs for disposing of the asset. The value in use calculation is based on a discounted cash flow model. The cash flows are derived from the budget for the next five years and do not include restructuring activities that the Company is not yet committed to or significant future investments that will enhance the asset's performance of the cash generating unit being tested. The recoverable amount is most sensitive to the discount rate used for the discounted cash flow model as well as the expected future cash inflows and the growth rate used for extrapolation purposes.

Share Based Payment Transactions
The Company measures the cost of equity-settled transactions with employees by reference to the fair value of the equity instruments at the date at which they are granted. Estimating fair value for share-based payment transactions requires determining the most appropriate valuation model, which is dependent on the terms and conditions of the grant. This estimate also requires determining the most appropriate inputs to the valuation model including the expected life of the stock option, volatility and dividend yield and making assumptions about them.

Pension Benefits
The cost of defined benefit pension plans and other post employment medical benefits and the present value of the pension obligation are determined using actuarial valuations. An actuarial valuation involves making various assumptions. These include the determination of the discount rate, future salary increases, mortality rates and future pension increases. Due to the complexity of the valuation, the underlying assumptions and its long term nature, a defined benefit obligation is highly sensitive to changes in these assumptions. All assumptions are reviewed at each reporting date.

Fair Value of Financial Instruments
Where the fair value of financial assets and financial liabilities recorded in the statement of financial position cannot be derived from active markets, they are determined using valuation techniques including the discounted cash flows model. The inputs to these models are taken from observable markets where possible, but where this is not feasible, a degree of judgment is required in establishing fair values. The judgments include considerations of inputs such as liquidity risk, credit risk and volatility. Changes in assumptions about these factors could affect the reported fair value of financial instruments.

Development Costs
Development costs are capitalized in accordance with the accounting policy described above. Initial capitalization of costs is based on management's judgment that technological and economical feasibility is confirmed, usually when a product development project has reached a defined milestone according to an established project management model. In determining the amounts to be capitalized, management makes assumptions regarding the expected future cash generation of the project, discount rates to be applied and the expected period of benefits.

3.
Standards Issued But Not Yet Effective

Standards issued but not yet effective up to the date of issuance of the Company's financial statements are listed below. This listing of standards and interpretations issued are those that the Company reasonably expects to have an impact on disclosures, financial position or performance when applied at a future date. The Company intends to adopt these standards when they become effective.

K-IFRS 1012 Income Taxes (Amendment) - Recovery of Underlying Assets

The amendment clarified the determination of deferred tax on investment property measured at fair value. The amendment introduces a rebuttable presumption that deferred tax on investment property measured using the fair value model in K-IFRS 1040 should be determined on the basis that its carrying amount will be recovered through sale. Furthermore, it introduces the requirement that deferred tax on non-depreciable assets that are measured using the revaluation model in K-IFRS 1016 always be measured on a sale basis of the asset. The amendment becomes effective for annual periods beginning on or after January 1, 2012.

K-IFRS 1019 Employee Benefits (Amendment)

The KASB has issued numerous amendments to K-IFRS 1019. These range from fundamental changes such as removing the corridor mechanism and the concept of expected returns on plan assets to simple clarifications and re-wording. The Company had made a voluntary change in accounting policy to recognize actuarial gains and losses in OCI in the current period (see Note 2). The Company is currently assessing the full impact of the remaining amendments. The amendment becomes effective for annual periods beginning on or after January 1, 2013.

K-IFRS 1107 Financial Instruments: Disclosures (Amendment) - Enhanced Derecognition Disclosure Requirements

The amendment requires additional disclosures about financial assets that have been transferred but not derecognized to enable the user of the Company's financial statements to understand the relationship with those assets that have not been derecognized and their associated liabilities. In addition, the amendment requires disclosures about continuing involvement in those derecognized assets. The amendment becomes effective for annual periods beginning on or after July 1, 2011. The amendment affects disclosure only has no impact of the Company's financial position or performance.

K-IFRS 1113 Fair Value Measurement

K-IFRS 1113 establishes a single source of guidance under K-IFRS for all fair value measurements. K-IFRS 1113 does not change when an entity is required to use fair value, but rather provides guidance on how to measure fair value under K-IFRS when fair value is required or permitted. The Company is currently assessing the impact that this standard will have on the financial position and performance. This standard becomes effective for annual periods beginning on or after January 1, 2013.

4.
Operating Segment Information

For management purposes, the Company is organized into business units based on their products and services. As the Company has a single reporting segment, the disclosure required pursuant to K-IFRS 1108 is omitted.

Geographic Information
Revenue by geography for the years ended December 31, 2011 and 2010 are as follows (Korean won in thousands):

 
2011
 
2010
 
Domestic
 
Export
 
Total
 
Domestic
 
Export
 
Total
Revenue
60,060,456

 
253,315,641

 
313,376,097

 
30,051,454

 
130,295,120

 
160,346,574

Finished Good
53,269,807

 
253,315,641

 
306,585,448

 
23,349,724

 
130,295,120

 
153,644,844

Other
6,790,649

 

 
6,790,649

 
6,701,730

 

 
6,701,730

Gross Profit
(6,216,726
)
 
49,727,704

 
43,510,978

 
4,501,708

 
61,832,192

 
66,333,900


SunPower Corporation is only customer representing more than 10% of revenue and sales to SunPower Corporation amounts to ₩ 221,369,337 thousand and ₩ 121,484,755 thousand for the years ended December 31, 2011 and 2010, respectively.

5.
Cash and Cash Equivalents

(Korean won in thousands):
 
2011
 
2010
 
As at January 1, 2010
Cash on hand
4,000

 
2,190

 
3,000

Cash at banks and short-term deposits
107,297,016

 
70,334,622

 
9,212,103

 
107,301,016

 
70,336,812

 
9,215,103


Cash at banks earn interest at floating rates based on daily bank deposit rates. Short-term deposits are made for various periods of between one day and three months, depending on the immediate cash requirements of the Company, and earn interest at the respective short-term deposit rates. The fair values of cash and cash equivalents are not materially different from carrying values.

6.
Classification of Financial Instruments

Financial Assets Based on Classification

(Korean won in thousands)
 
 
December 31, 2011
 
 
Loans and receivables
 
Derivatives designated as
cash flow hedges
 
Financial asset at
through profit or loss
 
Available-for-sale
financial assets
 
Total
Cash and cash equivalents
 
107,301,016

 

 

 

 
107,301,016

Other current financial assets
 
28,000,000

 
1,304,902

 
1,012,333

 

 
30,317,235

Trade and other receivables
 
80,518,294

 

 

 

 
80,518,294

Other non-current financial assets
 

 

 

 
701,642

 
701,642

Long-term trade and other receivables
 
86,516

 

 

 

 
86,516

 
 
215,905,826

 
1,304,902

 
1,012,333

 
701,642

 
218,924,703


(Korean won in thousands)
 
 
December 31, 2010
 
 
Loans and receivables
 
Derivatives designated as
cash flow hedges
 
Financial asset at
through profit or loss
 
Available-for-sale
financial assets
 
Total
Cash and cash equivalents
 
70,336,812

 

 

 

 
70,336,812

Other current financial assets
 
300,000

 
4,919,314

 
2,159,353

 

 
7,378,667

Trade and other receivables
 
57,158,500

 

 

 

 
57,158,500

Other non-current financial assets
 

 
1,828,932

 
814,157

 
671,224

 
3,314,313

Long-term trade and other receivables
 
195,236

 

 

 

 
195,236

 
 
127,990,548

 
6,748,246

 
2,973,510

 
671,224

 
138,383,528


(Korean won in thousands)
 
 
January 1, 2010
 
 
Loans and receivables
 
Available-for-sale
financial assets
 
Total
Cash and cash equivalents
 
9,215,103

 

 
9,215,103

Other current financial assets
 
25,500,000

 

 
25,500,000

Trade and other receivables
 
49,397,964

 

 
49,397,964

Other non-current financial assets
 

 
625,630

 
625,630

Long-term trade and other receivables
 
194,881

 

 
194,881

 
 
84,307,948

 
625,630

 
84,933,578

    
Financial Liabilities Based on Classification

(Korean won in thousands)
 
 
December 31, 2011
 
 
Other financial liabilities
 
Derivatives designated as
cash flow hedges
 
Financial liabilities at
through profit and loss
 
Total
Other current financial liabilities
 

 
989,010

 
23,424

 
1,012,434

Trade and other payables
 
38,543,615

 

 

 
38,543,615

Short-term borrowings
 
106,611,665

 

 

 
106,611,665

Other non-current financial liabilities
 

 
788,882

 

 
788,882

Long-term trade and other payables
 
1,541,280

 

 

 
1,541,280

Long-term borrowings
 
270,676,454

 

 

 
270,676,454

 
 
417,373,014

 
1,777,892

 
23,424

 
419,174,330


(Korean won in thousands)
 
 
December 31, 2010
 
 
Other financial liabilities
 
Derivatives designated as
cash flow hedges
 
Total
Other current financial liabilities
 

 
169,326

 
169,326

Trade and other payables
 
51,029,257

 

 
51,029,257

Short-term borrowings
 
38,319,336

 

 
38,319,336

Other non-current financial liabilities
 

 
107,587

 
107,587

Long-term trade and other payables
 
920,000

 

 
920,000

Long-term borrowings
 
60,561,295

 

 
60,561,295

 
 
150,829,888

 
276,913

 
151,106,801


(Korean won in thousands)
 
 
January 1, 2010
 
 
Other financial liabilities
 
Derivatives designated as
cash flow hedges
 
Total
Other current financial liabilities
 

 
805,357

 
805,357

Trade and other payables
 
25,180,781

 

 
25,180,781

Short-term borrowings
 
10,312,500

 

 
10,312,500

Other non-current financial liabilities
 

 
170,150

 
170,150

Long-term trade and other payables
 
420,000

 

 
420,000

Long-term borrowings
 
78,245,479

 

 
78,245,479

 
 
114,158,760

 
975,507

 
115,134,267


Gain and Losses Based on Classification

(Korean won in thousands)
 
 
2011
 
 
Loans and receivables
 
Financial asset at
through profit or loss
 
Available-for-sale
financial assets
 
Financial liability at
through profit or loss
 
Other financial liabilities
 
Total
Other operating income
 
 
 
 
 
 
 
 
 
 
 
 
Gain on foreign currency transaction
 
14,174,986

 

 

 

 
4,980,400

 
19,155,386

Gain on foreign currency translation
 
912,273

 

 

 

 
66,734

 
979,007

Reversal of allowance for doubtful accounts
 
160,381

 

 

 

 

 
160,381

Other operating expenses
 
 
 
 
 
 
 
 
 
 
 

Loss on foreign currency transaction
 
(10,181,789
)
 

 

 

 
(5,979,781
)
 
(16,161,570
)
Loss on foreign currency translation
 
(12,897
)
 

 

 

 
(8,780,802
)
 
(8,793,699
)
Bad debt expenses
 
(1,017,026
)
 

 

 

 

 
(1,017,026
)
Finance income
 
 
 
 
 
 
 
 
 
 
 

Interest income
 
570,594

 

 

 

 

 
570,594

Dividend income
 

 

 
700

 

 

 
700

Gain on transaction of derivative financial instruments
 

 
1,869,265

 

 

 

 
1,869,265

Gain on valuation of derivative financial instruments
 

 
741,839

 

 

 

 
741,839

Finance expenses
 
 
 
 
 
 
 
 
 
 
 
 
Interest expenses
 

 

 

 

 
(7,359,026
)
 
(7,359,026
)
Loss on transaction of derivative financial instruments
 

 

 

 
(401,868
)
 

 
(401,868
)
Loss on valuation of derivative financial instruments
 

 

 

 
(19,009
)
 

 
(19,009
)
 
 
4,606,522

 
2,611,104

 
700

 
(420,877
)
 
(17,072,475
)
 
(10,275,026
)

(Korean won in thousands)
 
 
2010
 
 
Loans and receivables
 
Financial asset at
through profit or loss
 
Other financial liabilities
 
Derivatives designated as
cash flow hedges
 
Total
Other operating income
 
 
 
 
 
 
 
 
 
 
Gain on foreign currency transaction
 
3,858,865

 

 
1,900,635

 

 
5,759,500

Gain on foreign currency translation
 
15,174

 

 

 

 
15,174

Reversal of allowance for doubtful accounts
 
84,953

 

 

 

 
84,953

Other operating expenses
 
 
 
 
 
 
 
 
 
 
Loss on foreign currency transaction
 
(3,728,528
)
 

 
(3,176,154
)
 

 
(6,904,682
)
Loss on foreign currency translation
 
(131,028
)
 

 
(238,248
)
 

 
(369,276
)
Finance income
 
 
 
 
 
 
 
 
 
 
Interest income
 
2,232,359

 

 

 

 
2,232,359

Gain on transaction of derivative financial instruments
 

 
2,456,808

 

 

 
2,456,808

Gain on valuation of derivative financial instruments
 

 
2,973,510

 

 

 
2,973,510

Finance expenses
 
 
 
 
 
 
 
 
 
 
Interest expenses
 

 

 
(4,555,597
)
 

 
(4,555,597
)
Loss on transaction of derivative financial instruments
 

 

 
 
 
(784,410
)
 
(784,410
)
 
 
2,331,795

 
5,430,318

 
(6,069,364
)
 
(784,410
)
 
908,339


7.
Trade and Other Receivables

(Korean won in thousands)
 
 
2011
 
2010
 
As at January 1, 2010
 
 
Current
 
Non-current
 
Current
 
Non-current
 
Current
 
Non-current
Trade receivables
 
46,015,975

 

 
29,619,990

 

 
19,223,824

 

Allowance for doubtful accounts
 
(1,390,322
)
 

 
(107,285
)
 

 
(192,238
)
 

Other receivable
 
12,781,914

 

 
20,081,517

 

 
16,003,970

 

Allowance for doubtful accounts
 

 

 
(160,382
)
 

 
(154,749
)
 

Accrued income
 
117,718

 

 
14,680

 

 
232,329

 

Loan receivable
 

 

 

 

 
102,222

 

Short-term deposits
 
22,993,009

 

 
7,709,980

 

 
14,182,606

 

Guarantee deposits
 

 
86,516

 

 
195,236

 

 
194,881

 
 
80,518,294

 
86,516

 
57,158,500

 
195,236

 
49,397,964

 
194,881


See below for movements in the provision for impairment of receivables (Korean won in thousands):
 
 
2011
 
2010
At January 1
 
267,667

 
346,987

Bad debt expenses
 
1,283,037

 
5,633

Reversal of allowance for doubtful accounts
 
(160,382
)
 
(84,953
)
At December 31
 
1,390,322

 
267,667


As at December 31, the aging analysis of trade receivables is as follows (Korean won in thousands):
 
 
 
 
Past due but not impaired
 
 
 
 
 
 
Neither past due nor impaired
 
< 30 days
 
31-180 days
 
Allowance for doubtful accounts
 
Total
2011
 
39,217,157

 
4,998,901

 
1,799,917

 
(1,390,322
)
 
44,625,653

2010
 
29,522,856

 
97,134

 

 
(107,285
)
 
29,512,705

As at January 1, 2010
 
15,054,017

 
3,720,997

 
448,810

 
(192,238
)
 
19,031,586


8.
Other Current Assets and Other Non-Current Assets

(Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
 
 
Current
 
Non-Current
 
Current
 
Non-Current
 
Current
 
Non-Current
Advance payments
 
36,448,646

 
30,041,462

 
12,877,004

 
13,757,200

 
1,623,014

 

Prepaid expenses
 
399,689

 

 
256,145

 

 
138,200

 

 
 
36,848,335

 
30,041,462

 
13,133,149

 
13,757,200

 
1,761,214

 


9.
Inventories

(Korean won in thousands):
 
 
2011
 
2010
 
As at January, 1 2010
Finished goods
 
4,062,296

 
8,721,174

 
1,937,846

Work-in-process
 
1,158,942

 
363,730

 
150,466

Raw materials
 
34,715,105

 
6,755,142

 
393,602

Stored goods
 
26,303,462

 
11,110,086

 
6,544,441

Materials in transit
 
9,047,611

 
1,032,297

 
386,570

 
 
75,287,416

 
27,982,429

 
9,412,925

Less: Valuation allowance
 
(2,233,319
)
 
(595,297
)
 
(422,467
)
Total inventories at lower of cost and net realizable value
 
73,054,097

 
27,387,132

 
8,990,458


As of December 31, 2011, inventories and inventories related to outsourced manufacturing services are insured against general comprehensive property indemnity losses for up to ₩ 81,909,958 thousand.

10.
Property, Plant and Equipment

(Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
Land
 
24,813,517

 
11,568,415

 
11,568,415

Buildings
 
116,503,541

 
108,649,912

 
34,520,662

Accumulated depreciation
 
(9,432,409
)
 
(4,907,499
)
 
(2,776,590
)
Structures
 
3,085,994

 
3,085,994

 
2,717,300

Government subsidies
 
(194,131
)
 
(204,916
)
 
(216,681
)
Accumulated depreciation
 
(464,767
)
 
(310,467
)
 
(171,417
)
Machinery and equipment
 
231,320,439

 
127,431,901

 
83,388,774

Government subsidies
 
(1,307,986
)
 
(1,076,152
)
 
(264,495
)
Accumulated depreciation
 
(48,154,767
)
 
(26,046,563
)
 
(14,597,617
)
Vehicles
 
115,870

 
111,370

 
48,700

Accumulated depreciation
 
(57,086
)
 
(34,437
)
 
(19,485
)
Others
 
14,701,626

 
7,225,040

 
5,078,645

Accumulated depreciation
 
(5,148,637
)
 
(2,783,028
)
 
(1,475,349
)
Construction-in-progress
 
44,844,547

 
42,483,708

 
4,420,410

Net book value
 
370,625,751

 
265,193,278

 
122,221,272


Change in net book value of property, plant and equipment for three years ended December 31, 2011 and 2010 are as follows (Korean won in thousands):

 
 
2011
 
 
Jan 1, 2011
 
Additions
 
Disposals
 
Depreciation
 
Transfer (1)
 
Dec 31, 2011
Land
 
11,568,415

 
145,102

 

 

 
13,100,000

 
24,813,517

Buildings
 
103,742,413

 
3,378,779

 
(125,228
)
 
(4,535,835
)
 
4,611,003

 
107,071,132

Structures
 
2,570,611

 

 

 
(143,515
)
 

 
2,427,096

Machinery and equipment
 
100,309,186

 
17,826,704

 
(1,652,167
)
 
(22,512,647
)
 
87,886,609

 
181,857,685

Vehicles
 
76,933

 
4,500

 

 
(22,649
)
 

 
58,784

Others
 
4,442,012

 
7,479,866

 
(1,253
)
 
(2,367,635
)
 

 
9,552,990

Construction-in-progress
 
42,483,708

 
108,261,076

 

 

 
(105,900,237
)
 
44,844,547

 
 
265,193,278

 
137,096,027

 
(1,778,648
)
 
(29,582,281
)
 
(302,625
)
 
370,625,751

 
 
2010
 
 
Jan 1, 2010
 
Additions
 
Disposals
 
Depreciation
 
Transfer (1)
 
Dec 31, 2010
Land
 
11,568,415

 

 

 

 

 
11,568,415

Buildings
 
31,744,072

 
69,801,350

 

 
(2,130,909
)
 
4,327,900

 
103,742,413

Structures
 
2,329,202

 
368,694

 

 
(127,285
)
 

 
2,570,611

Machinery and equipment
 
68,526,662

 
43,950,617

 

 
(11,386,736
)
 
(781,357
)
 
100,309,186

Vehicles
 
29,215

 
62,670

 

 
(14,952
)
 

 
76,933

Others
 
3,603,296

 
2,146,394

 

 
(1,307,678
)
 

 
4,442,012

Construction-in-progress
 
4,420,410

 
42,483,708

 

 

 
(4,420,410
)
 
42,483,708

 
 
122,221,272

 
158,813,433

 

 
(14,967,560
)
 
(873,867
)
 
265,193,278


(1)
Refer to fluctuations related to government subsidies.

Certain portion of the Company's land, buildings, and machinery are pledged as collaterals in relation to the long-term borrowings to Shinhan Bank up to a maximum of ₩ 123,760 million.

As of December 31, 2011, plant and equipment are insured against general comprehensive property indemnity losses for up to ₩ 347,482,914 thousand.

11.
Government Subsidies

Government subsidies are recognized where there is reasonable assurance that the subsidy will be received and all attached conditions will be complied with. When the subsidy relates to an expense item, it is recognized as income over the period necessary to match the subsidy on a systematic basis to the costs that it is intended to compensate. Where the subsidy relates to an asset, it is accounted for as a deduction from the acquisition cost of the acquired assets and offset against depreciation over the expected life of the related assets.

(Korean won in thousands):
 
 
2011
 
2010
At January 1
 
1,149,478

 
773,871

Received during the year
 
1,562,580

 
1,250,000

Additions to property, plant and equipment
 
(302,625
)
 
(873,868
)
Offset against the related research costs and development costs
 
(663,827
)
 
(526
)
At December 31
 
1,745,606

 
1,149,477

Current - Other current liabilities (1)
 
204,326

 
229,477

Non-current - Long-term other payables (2)
 
1,541,280

 
920,000

 
 
1,745,606

 
1,149,477


(1)
Represent government subsidies without conditions.

(2)
Represent government subsidies with conditions required to repay.

12.
Intangible Assets

(Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
Development costs
 
320,000

 
320,000

 
320,000

Accumulated amortization
 
(277,333
)
 
(213,333
)
 
(149,333
)
Computer software
 
2,847,315

 
633,110

 
614,160

Accumulated amortization
 
(704,298
)
 
(342,974
)
 
(216,071
)
Patents
 
3,656

 

 

Accumulated amortization
 
(122
)
 

 

Construction-in-progress
 
38,414

 
504,305

 
5,424

Memberships
 
742,848

 
907,091

 

Net book value
 
2,970,480

 
1,808,199

 
574,180


Change in net book value of intangible assets for the years ended December 31, 2011 and 2010 are as follows (Korean won in thousands):
 
 
Development costs
 
Computer software
 
Patents
 
Construction-in-progress
 
Memberships
 
Total
At January 1, 2010
 
170,667

 
398,089

 

 
5,424

 

 
574,180

Acquisition
 

 
18,950

 

 
498,881

 
907,091

 
1,424,922

Amortization
 
(64,000
)
 
(126,903
)
 

 

 

 
(190,903
)
At December 31, 2010
 
106,667

 
290,136

 

 
504,305

 
907,091

 
1,808,199

Acquisition
 

 
60,696

 

 
1,691,274

 
94,848

 
1,846,818

Disposals
 

 

 

 

 
(259,091
)
 
(259,091
)
Amortization
 
(64,000
)
 
(361,324
)
 
(122
)
 

 

 
(425,446
)
Transfer
 

 
2,153,509

 
3,656

 
(2,157,165
)
 

 

At December 31, 2011
 
42,667

 
2,143,017

 
3,534

 
38,414

 
742,848

 
2,970,480


The Company performed annual impairment test of its memberships with indefinite lives as at December 31, 2011 and 2010, but did not identify any impairment indicator. Memberships' recoverable amount is the higher of its fair value less costs to sell and its value in use unless there are observable market prices.

13.
Other Financial Assets and Financial Liabilities

(Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
 
 
Current
 
Non-current
 
Current
 
Non-current
 
Current
 
Non-current
Other financial assets
 
 
 
 
 
 
 
 
 
 
 
 
Financial instruments
 
28,000,000

 

 
300,000

 

 
25,500,000

 

Derivatives
 
2,317,235

 

 
7,078,667

 
2,643,090

 

 

Available-for-sale financial assets
 

 
701,642

 

 
671,224

 

 
625,630

Total
 
30,317,235

 
701,642

 
7,378,667

 
3,314,314

 
25,500,000

 
625,630

Other financial liabilities
 
 
 
 
 
 
 
 
 
 
 
 
Derivatives
 
1,012,434

 
788,882

 
169,326

 
107,587

 
805,357

 
170,150


As at December 31, available-for-sale financial assets consist of the following (Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
 
 
Acquisition cost
 
Book value
 
Unrealized holding gain
 
Book value
 
Book value
Non-marketable equity securities
 
 
 
 
 
 
 
 
 
 
Electric Contractors' Financial Coorperative
 
56,358

 
61,487

 
5,129

 
56,358

 
59,608

Marketable debt securities
 
 
 
 
 
 
 
 
 
 
National housing fund bonds
 
495,818

 
640,155

 
144,337

 
614,866

 
566,022

 
 
552,176

 
701,642

 
149,466

 
671,224

 
625,630


Changes in accumulated gain on valuation of available-for-sale financial assets for the years ended December 31, 2011 and 2010 are as follows (Korean won in thousands):
 
 
2011
 
2010
At January 1 (Before income tax effect)
 
119,048

 
73,454

Gain on valuation of available-for-sale financial assets
 
30,418

 
45,594

At December 31 (Before income tax effect)
 
149,466

 
119,048

Income tax effect added to or deducted from capital
 
(32,883
)
 
(26,190
)
At December 31 (After income tax effect)
 
116,583

 
92,858


14.
Hedging Activities and Derivatives

Derivatives Not Designated As Hedging Instruments

The Company uses foreign currency denominated sales and forward currency contracts to manage some of its transaction exposures. These currency forward contracts are not designated as cash flow, fair value or net investment hedges and are entered into for periods consistent with currency transaction exposures, generally one to 24 months.

Cash Flow Hedges

Foreign exchange forward contracts and interest rate swap contracts measured at fair value through other comprehensive income are designated as hedging instruments in cash flow hedges of forecast sales denominated in foreign currencies and variable-interest rate borrowings denominated in Korean won, respectively. The Company is exposed to fluctuations in cash flows until May 2014.

Foreign Currency Forward Contracts

As of December 31, 2011 and 2010, details of unsettled currency forwards contracts are as follows (Foreign currency in thousands):
 
 
As at December 31, 2011
 
 
Contract date
 
Maturity date
 
Currency unit
 
Contract F/X rate
 
Unsettled contractual amount (short position)
Foreign currency forward contracts designated as cash flow hedges
 
May 26, 2010 ~ Aug 9, 2011
 
Feb 20, 2012 ~ Jun 20, 2013
 
USD
 
1,106.35 ~ 1,242.50
 
67,000

Foreign currency forward contracts with trading purpose
 
May 26, 2010 ~ Nov 15, 2010
 
Jan 18, 2012 ~ May 17, 2012
 
USD
 
1,132.62 ~ 1,257.00
 
15,000


 
 
As at December 31, 2010
 
 
Contract date
 
Maturity date
 
Currency unit
 
Contract F/X rate
 
Unsettled contractual amount (short position)
Foreign currency forward contracts designated as cash flow hedges
 
May 26, 2010 ~ Nov 15, 2010
 
Jan 20, 2011 ~ May 21, 2012
 
USD
 
1,129.62 ~ 1,242.50
 
86,000

Foreign currency forward contracts with trading purpose
 
May 26, 2010
 
Jan 18, 2011 ~ May 17, 2012
 
USD
 
1,220.00 ~ 1,257.00
 
63,500


As of December 31, interest rate swap contracts agreements are as follows:
 
 
Interest rate swap contracts
 
Long-term borrowings
denominated in Korean won
Contract date (or borrowings date)
 
September 2, 2010
 
September 2, 2010
Maturity date
 
Feb 21, 2014 ~ May 21, 2014
 
Feb 21, 2014 ~ May 21, 2014
Contractual amount (Korean won in unit)
 
₩20,915,718,151
 
₩20,915,718,151
Fixed interest rate
 
4.85% ~ 5.73%
 
Variable interest rate
 
 
CD + 1.35% ~ 2.1%

As of December 31, details of gain or loss on valuation of the derivatives are as follows (Korean won in thousands):

 
 
Net derivatives financial instruments
 
Gain (loss) on valuation of
currency forwards contracts
 
Accumulated gain on valuation of derivatives (1)
 
 
2011
 
2010
 
As at January 1, 2010
 
2011
 
2010
 
2011
 
2010
 
As at January 1, 2010
Interest rate swap contracts designated as cash flow hedges
 
(58,952
)
 
(18,693
)
 
(975,507
)
 

 

 
(45,983
)
 
(14,169
)
 
(739,435
)
Foreign currency forward contracts designated as cash flow hedges
 
(414,038
)
 
6,490,027

 

 

 

 
(322,950
)
 
4,919,440

 

Foreign currency forward contracts with trading purposes
 
988,910

 
2,973,510

 

 
722,830

 
2,973,510

 

 

 

 
 
515,920

 
9,444,844

 
(975,507
)
 
722,830

 
2,973,510

 
(368,933
)
 
4,905,271

 
(739,435
)

(1)
At December 31, 2011, tax effects arising from valuation of foreign exchange forward contracts and interest rate swap contracts designated as cash flow hedges are ₩ 12,969 thousand and ₩ 91,088 thousand, respectively. For the years ended December 31, 2011, loss on valuation of derivative financial instruments less tax effect resulting from applying cash flow hedge accounting amounts to ₩ 5,214,204 thousand. Accumulated gain on valuation of foreign exchange forward contracts that arose as a result of occurrence of forecast sales (before tax effect) amounting to ₩ 5,487,682 thousand were added to sales.

15.
Borrowings and Bonds

As of December 31, short-term borrowings consist of the following (Korean won in thousands):
Description
 
Financial institution
 
Annual interest rate (%)
as of December 31, 2011
 
2011
 
2010
 
As at January 1, 2010
General loans
 
Citibank Korea Inc
 
3M USD LIBOR + 2.5
 
46,654,420

 
19,488,152

 

 
 
The Export-Import Bank of Korea
 
3M USD LIBOR + 1.95 and etc
 
34,599,000

 

 

 
 
Korea Exchange Bank
 
5.856
 
5,000,000

 

 

 
 
 
 
 
 
86,253,420

 
19,488,152

 


As of December 31, long-term borrowings consist of the following (Korean won in thousands):
Description
 
Financial institution
 
Annual interest rate (%)
as of December 31, 2011
 
2011
 
2010
 
As at January 1, 2010
General loans
 
Shinhan Bank
 
CD + 2.1 and others
 
52,289,295

 
71,120,479

 
81,432,979

 
 
Korea Development Bank
 
3M USD LIBOR + 2.91
 
40,365,501

 

 

Development loans
 
Shinhan Bank
 
Notified interest rate by Korea Energy Management Coorperation
 
17,112,000

 
8,272,000

 
7,125,000

 
 
 
 
 
 
109,766,796

 
79,392,479

 
88,557,979

 
 
 
 
Less: Current portion
 
(20,358,245
)
 
(18,831,184
)
 
(10,312,500
)
 
 
 
 
 
 
89,408,551

 
60,561,295

 
78,245,479


As of December 31, details of bonds issued are as follows (Korean won in thousands):
Series
 
Issue date
 
Maturity date
 
Annual interest rate (%)
as of December 31, 2011
 
2011
 
2010
 
As at January 1, 2010
2nd unsecured bond denominated in US dollar
 
Jun 27, 2011
 
Jun 27, 2014
 
LIBOR + 3
 
69,198,000

 

 

3rd unsecured bond with warrants denominated in Korean won
 
Dec 19, 2011
 
Dec 19, 2016
 
2.00
 
120,000,000

 

 

 
 
 
 
 
 
 
 
189,198,000

 

 

 
 
 
 
More: Premium on bonds
 
13,211,400

 

 

 
 
 
 
Less: adjustment of warrant
 
(18,970,529
)
 

 

 
 
 
 
Less: discount on bonds
 
(2,170,968
)
 

 

 
 
 
 
 
 
 
 
181,267,903

 

 

 
 
 
 
Less: current portion
 

 

 

 
 
 
 
 
 
 
 
181,267,903

 

 


Bonds with Warrants

The Company issued non-secured the bond with detachable warrants (BW) with a face value of ₩ 120,000,000 thousand at 100% of face value on December 19, 2011. The BW will be redeemed at 111.0095% of the face value at the maturity date on December 19, 2016 (guaranteed yield to maturity: 4.00%), unless early redeemed or warrants have been converted to common stock.

The BW may be early redeemed on December 19, 2013 at the option of the bondholders at 104.1428% of the face value.

The warrants may be converted into common stock from January 19, 2012 to November 19, 2016. The initial conversion price on the issuance date was ₩ 4,945 for common share (conversion ratio of 1:1). The conversion price is subject to an adjustment subsequently on December 19, 2011 and every 3 month thereafter to the higher of (A) the average of (i) the average closing prices of the common shares for the past one month, (ii) the average closing prices of the common shares for the past one week and (iii) the closing price on the latest trading day, (B) the closing price on the latest trading day, and (C) the average closing price of the common shares for the past three days before issuance date. Such adjustment on conversion price is limited to the extent of 80% of the initial conversion price. In addition, the conversion price may be adjusted in occurrence of certain events such as increase of paid in capital, dividends and other standard dilutive events. Any conversion rights exercised during the period are assumed to be exercised at the beginning of that financial year.

With respect to the put option entitled the warrant holder to sell at the agreed price, the option's exercise price at each exercise dale is approximately equal to the amortized cost of the host debt instrument, thus the Company does not account for put option separately from the host contract.

In accordance with Q&A from Financial Supervisory Service (FSS), the difference between the initial carrying amount of bonds with stock warrants and liability components of bonds with stock warrants is recorded in equity amounting to ₩ 4,576,327 thousand less tax effect amounting to ₩ 1,290,759 thousand.

As of December 31,2011, the payment schedule of long-term borrowings and bonds is as follows (Korean won in thousands):

 
 
2013
 
2014
 
2015
 
Thereafter
 
Total
Long-term borrowings
 
20,372,445

 
50,833,475

 
1,948,981

 
16,253,650

 
89,408,551

2nd unsecured bond denominated in U.S. dollar
 

 
68,987,235

 

 

 
68,987,235

3rd unsecured bond with warrants denominated in Korean won
 

 

 

 
112,280,668

 
112,280,668

 
 
20,372,445

 
119,820,710

 
1,948,981

 
128,534,318

 
270,676,454


Long-term borrowings above are secured by property, plant and equipment.

16.
Trade and Other Payables

(Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
 
 
Current
 
Non-current
 
Current
 
Non-current
 
Current
 
Non-current
Trade payables
 
8,208,933

 

 
5,986,272

 

 
996,002

 

Other payables
 
29,675,923

 
1,541,280 (1)

 
44,333,863

 
920,000

 
23,492,005

 
420,000

Accrued expenses
 
658,759

 

 
709,122

 

 
692,774

 

 
 
38,543,615

 
1,541,280

 
51,029,257

 
920,000

 
25,180,781

 
420,000


(1)
Represents government subsidies with conditions required to repay.

17.
Other Current Liabilities and Other Non-Current Liabilities

(Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
Advanced received
 
244,215

 

 

Withholdings
 
442,932

 
579,997

 
84,252

Government subsidies (1)
 
204,326

 
229,477

 
353,871

 
 
891,473

 
809,474

 
438,123


(1)
There are no unfulfilled conditions or contingencies attached to these subsidies.

18.
Fair Values

Set out below is a comparison by class of the carrying amounts and fair value of the Company's financial assets that are carried in the financial statements (Korean won in thousands):
 
 
Carrying amount
 
Fair value
 
 
2011
 
2010
 
As at January 1, 2010
 
2011
 
2010
 
As at January 1, 2010
Financial assets carried at fair value
 
 
 
 
 
 
 
 
 
 
 
 
Available-for-sale financial investments
 
701,642

 
671,224

 
625,630

 
701,642

 
671,224

 
625,630

Derivatives
 
2,317,235

 
9,721,756

 

 
2,317,235

 
9,721,756

 

 
 
3,018,877

 
10,392,980

 
625,630

 
3,018,877

 
10,392,980

 
625,630

Financial assets carried at amortized cost
 
 
 
 
 
 
 
 
 
 
 
 
Cash and cash equivalents
 
107,301,016

 
70,336,812

 
9,215,103

 
107,301,016

 
70,336,812

 
9,215,103

Other current financial assets
 
28,000,000

 
300,000

 
25,500,000

 
28,000,000

 
300,000

 
25,500,000

Current trade and other receivables
 
80,518,294

 
57,158,500

 
49,397,964

 
80,518,294

 
57,158,500

 
49,397,964

Non-current trade and other receivables
 
86,516

 
195,236

 
194,881

 
86,516

 
195,236

 
194,881

 
 
215,905,826

 
127,990,548

 
84,307,948

 
215,905,826

 
127,990,548

 
84,307,948

Total
 
218,924,703

 
138,383,528

 
84,933,578

 
218,924,703

 
138,383,528

 
84,933,578


Set out below is a comparison by class of the carrying amounts and fair value of the Company's financial liabilities that are carried in the financial statements (Korean won in thousands):
 
 
Carrying amount
 
Fair value
 
 
2011
 
2010
 
As at January 1, 2010
 
2011
 
2010
 
As at January 1, 2010
Financial liabilities carried at fair value
 
 
 
 
 
 
 
 
 
 
 
 
Derivatives
 
1,801,316

 
276,912

 
975,507

 
1,801,316

 
276,912

 
975,507

Financial liabilities carried at amortized cost
 
 
 
 
 
 
 
 
 
 
 
 
Current trade and other payables
 
38,543,615

 
51,029,256

 
25,180,781

 
38,543,615

 
51,029,256

 
25,180,781

Short-term borrowings
 
86,253,420

 
19,488,152

 

 
86,253,420

 
19,488,152

 

Current portion of long-term borrowings
 
20,358,245

 
18,831,184

 
10,312,500

 
20,358,245

 
18,831,184

 
10,312,500

Non-current trade and other payables
 
1,541,280

 
920,000

 
420,000

 
1,541,280

 
920,000

 
420,000

Long-term borrowings and bonds
 
270,676,454

 
60,561,295

 
78,245,479

 
270,676,454

 
60,561,295

 
78,245,479

 
 
417,373,014

 
150,829,887

 
114,158,760

 
417,373,014

 
150,829,887

 
114,158,760

Total
 
419,174,330

 
151,106,799

 
115,134,267

 
419,174,330

 
151,106,799

 
115,134,267


Fair Value Hierarchy

The Company uses the following hierarchy for determining and disclosing the fair value of financial instruments by valuation technique:

Level 1:
quoted (unadjusted) prices in active markets for identical assets or liabilities

Level 2:
other techniques for which all inputs which have a significant effect on the recorded fair value are observable either directly or indirectly

Level 3:
techniques which use inputs which have a significant effect on the recorded fair value that are not based on observable market data.

As of December 31, 2011, the Company held the following financial instruments carried at fair value in the statement of financial position

(Korean won in thousands):
 
 
Level 1
 
Level 2
 
Level 3
 
Dec. 31, 2011
Assets measured at fair value
 
 
 
 
 
 
 
 
Available-for-sale financial investments
 

 
701,642

 

 
701,642

Derivatives
 

 
2,317,235

 

 
2,317,235

 
 

 
3,018,877

 

 
3,018,877

Liabilities measured at fair value
 
 
 
 
 
 
 
 
Derivatives
 

 
1,801,316

 

 
1,801,316


As of December 31, 2010, the Company held the following financial instruments carried at fair value in the statement of financial position

(Korean won in thousands):
 
 
Level 1
 
Level 2
 
Level 3
 
Dec. 31, 2010
Assets measured at fair value
 
 
 
 
 
 
 
 
Available-for-sale financial investments
 

 
671,224

 

 
671,224

Derivatives
 

 
9,721,756

 

 
9,721,756

 
 

 
10,392,980

 

 
10,392,980

Liabilities measured at fair value
 
 
 
 
 
 
 
 
Derivatives
 

 
276,912

 

 
276,912


As of January 1, 2010, the Company held the following financial instruments carried at fair value in the statement of financial position

(Korean won in thousands):
 
 
Level 1
 
Level 2
 
Level 3
 
Jan. 1, 2010
Assets measured at fair value
 
 
 
 
 
 
 
 
Available-for-sale financial investments
 

 
625,630

 

 
625,630

Liabilities measured at fair value
 
 
 
 
 
 
 
 
Derivatives
 

 
975,507

 

 
975,507


19.
Issued Capital and Reserves

Issued Capital
 
 
2011
 
2010
 
As at January 1, 2010
Authorized ordinary shares
 
200,000,000

 
200,000,000

 
8,000,000

Par value of per share (1) (Korean won in units)
 
500

 
500

 
5,000

Ordinary shares issued and outstanding (2)
 
62,093,120

 
62,000,000

 
4,612,000

Issued capital stock (2)(3) (Korean won in thousands)
 
31,046,560

 
31,000,000

 
23,060,000


(1)
The Company changed the par value per share from ₩5,000 to ₩ 500 through a stock split as approved by the shareholders on January 14, 2010 (effective date: February 16, 2010)

(2)
In 2010, issued capital and capital surplus were increased by ₩ 7,940,000 thousand and ₩ 140,829,690 thousand, respectively due to issuance of additional 15,880,000 common shares at ₩ 500 per share.

(3)
In 2011, issued capital stock and capital surplus were increased by ₩ 46,560 1housand and ₩ 283,397 thousand, respectively due to exercise of stock options 93,120 common shares at ₩ 500 per share.

Capital Surplus

(Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
Share premium
 
141,113,085

 
140,829,690

 

Other capital surplus (1)
 
1,591,385

 
1,591,385

 
1,500,664

Consideration for stock warrants (2)
 
4,576,327

 

 

 
 
147,280,799

 
142,421,075

 
1,500,664


(1)
Other capital surplus represents share based compensation expense for the stock options granted to the Company's employee by Woongjin Holdings Co., Ltd., the Company's majority shareholder. There is no unrecognized share based compensation expense as of December 31, 2011.

(2)
Refer to amount associated with the warrants to the common shares of the Company, net of tax effects of ₩ 1,290,759 thousand.

Capital Adjustments

Comprised fully of the amounts related to stock option granted to employees.

Accumulated Other Comprehensive Income

(Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
Accumulated gain on valuation of available-for-sale financial assets
 
116,583

 
92,858

 
55,678

Accumulated gain on valuation of derivatives designated cash flow hedges
 
1,017,823

 
5,115,171

 

Accumulated loss on valuation of derivatives designated cash flow hedges
 
(1,386,755
)
 
(209,900
)
 
(739,434
)
 
 
(252,349
)
 
4,998,129

 
(683,756
)

Retained Earnings

Unappropriated retained earnings comprise fully of retained earnings as of December 31, 2011 and 2010.

Statements of Appropriations of Retained Earnings

(Korean won in thousands):
 
 
2011
 
2010
I. Retained earnings before appropriations:
 
 
 
 
Unappropriated retained earnings carried forward from the prior year
 
119,912,873

 
72,550,512

Profit for the year
 
21,573,122

 
47,446,357

Net actuarial loss recognized in the year
 
(147,424
)
 
(83,996
)
 
 
141,338,571

 
119,912,873

II. Appropriations
 

 

III. Unappropriated retained earnings to be carried forward to the next year
 
141,338,571

 
119,912,873


Appropriation dates for the year ended December 31, 2011 and 2010 are/were March 23, 2012 and March 25, 2011, respectively.

20.
Employment Benefit

The Company has a defined benefit plan covering substantially all of its employees. The actuarial valuations of plan assets and the present value of the defined benefit obligation were carried out by qualifying and independent external expert and were measured using the Projected Unit Credit Method.

Changes in the defined benefit liability are as follows (Korean won in thousands):
 
 
2011
 
2010
At January 1
 
558,360

 
316,820

Contributions by employer
 
(800,000
)
 
(390,000
)
Benefits paid
 
(209,700
)
 
(36,087
)
Benefit expense recognized in the income statement
 
1,141,604

 
559,940

Net actuarial loss recognized during the year (1)
 
189,005

 
107,687

At December 31
 
879,269

 
558,360

Defined benefit obligation
 
2,642,359

 
1,625,828

Fair value of plan assets
 
(1,763,090
)
 
(1,067,468
)
Defined benefit liability
 
879,269

 
558,360


(1)
Net actuarial loss amounting to ₩ 147,424 thousand (2010; ₩ 83,996 thousand) was recorded as other comprehensive loss for the year ended December 31, 2011 net of the related tax effects.

The components of net benefit expense recognized in the income statement are as follows (Korean won in thousands):
 
 
2011
 
2010
Current service cost
 
1,068,267

 
511,590

Interest cost on benefit obligation
 
101,741

 
72,756

Expected return on plan assets
 
(28,404
)
 
(24,406
)
Net benefit expense
 
1,141,604

 
559,940


Changes in the present value of the defined benefit obligation are as follows (Korean won in thousands):
 
 
2011
 
2010
At January 1
 
1,625,828

 
1,102,370

Benefits paid
 
(350,175
)
 
(172,750
)
Current service cost
 
1,068,267

 
511,590

Interest cost on benefit obligation
 
101,740

 
72,756

Net actuarial loss recognized during the year
 
196,698

 
111,862

At December 31
 
2,642,359

 
1,625,828


Changes in the fair value of plan assets are as follows (Korean won in thousands):
 
 
2011
 
2010
At January 1
 
1,067,468

 
785,550

Contributions by employer
 
800,000

 
390,000

Benefits paid
 
(140,475
)
 
(136,663
)
Expected return on plan assets
 
28,404

 
24,406

Net actuarial loss recognized during the year
 
7,693

 
4,175

At December 31
 
1,763,090

 
1,067,468


The major categories of plan assets as a percentage of the fair value of total plan assets are as follows (Units in %):
 
 
2011
 
2010
 
As at January 1, 2010
Pensions
 
98.44

 
97.43

 
96.51

Others
 
1.56

 
2.57

 
3.49


The overall expected rate of return on assets is determined based on the market expectations prevailing on that date, applicable to the period over which the obligation is to be settled. These are reflected in the principal assumptions below.

The principal assumptions used in determining pension and post-employment medical benefit obligations for the Company's plans are shown below (Units in %):
 
 
2011
 
2010
 
As at January 1, 2010
Future salary increases
 
4.73

 
9.21

 
3.30

Discount rate
 
4.78

 
5.59

 
6.60

Expected rate of return on assets
 
3.40

 
3.40

 
3.86


21.
Share-Based Compensation Plans

As of December 31, 2011, details of stock options granted by the Company are as follows:
 
 
1st grant (1)
 
2nd grant (1)
 
3rd grant
Grant date
 
March 20, 2007
 
March 4, 2009
 
March 25, 2011
Grantee
 
Executives
 
Executives
 
Executives
Settlement method
 
Equity-settled
 
Equity-settled
 
Equity-settled
Number of shares (Common stock)
 
93,120 shares
 
240,000 shares
 
310,000 shares
Exercise price (per share)
 
₩500
 
₩2,520
 
₩17,062
Authority
 
Shareholders' meeting
 
Shareholders' meeting
 
Shareholders' meeting

(1)
The number of shares granted and exercise prices are subject to change upon subsequent events including issuance of new shares, stock dividends, share split or consolidation of shares. As the Company changed the par value per share from ₩ 5,000 to ₩ 500 through a share split as approved by the shareholders on January 13, 2010, the number of shares granted and exercise price were also adjusted. All the stock options granted under the 1st grant were exercised during the year ended December 31, 2011.

As of December 31, 2011, the exercisable periods for the stock options granted by the Company and the vesting conditions for those options granted are as follows:
 
 
Exercisable periods
 
Vesting conditions
1st grant
 
From Mar. 20, 2010 to Mar. 19, 2014
 
2 years of service from the grant date
2nd grant
 
From Mar. 24, 2012 to Mar. 23, 2016
 
3 years of service from the grant date
3rd grant
 
From Mar. 25, 2014 to Mar. 24, 2021
 
3 years of service from the grant date

The following table illustrates the inputs to the Black-Scholes option pricing model used to calculate the grant date fair value of the stock option granted (Korean won in thousands):
 
 
1st grant (1)
 
2nd grant (1)
 
3rd grant (2)
Fair market value of underlying common stocks
 
₩ 34,243 per share
 
₩ 20,326 per share
 
₩ 17,650 per share
Risk-free interest rate (%)
     (Yield of Korean government treasury bonds with 5-year maturity)
 
4.80
 
4.43
 
4.06
Expected life of stock option (years)
 
5
 
5
 
5
Expected volatility (%)
 
50.58
 
58.61
 
46.39
Dividend yield (%)
 
 
 
Fair value of stock options
 
 ₩ 30,434 per unit
 
 ₩ 9,948 per unit
 
 ₩ 8,260 per unit

(1)
Fair market value of underlying stocks was measured using commonly adopted fair valuation models such as discounted cash flow method. Volatility of stock price was calculated and based on the historical price (for the same length of time as the expected term) of local companies listed, the natures of which are similar to the Company. The fair value of common stock and stock option was calculated based on the prior par value of ₩ 5,000 per share.

(2)
Fair market value of underlying stocks was quoted price of the Company's common share at the grant date. Volatility of stock price was calculated and based on the historical stock price of the Company's listed common shares on the Korea Exchange.

Movements in the Year

The following table illustrates the number (No.) and weighted average exercise price (WAEP) of stock options during the years ended December 31, 2011 and 2010 (Korean won in thousands):
 
 
2011
 
2010
 
 
No.
 
WAEP
 
No.
 
WAEP
Outstanding at January 1
 
333,120

 
1,955

 
33,120

 
1,955

Granted during the year
 
310,000

 
17,062

 

 

Forfeited during the year
 

 

 

 

Exercised during the year
 
(93,120
)
 
500

 

 

Outstanding at December 31
 
550,000

 
10,716

 
33,120

 
1,955

Exercisable at December 31
 

 

 
93,120

 
500


The share based compensation expense recognized during the year is shown in the following table (Korean won in thousands):
 
 
2011
 
2010
Accumulated share based compensation expense recognized
 
 
 
 
At January 1.
 
422,664

 
343,083

For the year
 
790,905

 
79,581

At December 31.
 
1,213,569

 
422,664

Accumulated share based compensation expense recognized for the options exercised
 
283,397

 

Remaining share based compensation expense to be recognized for the options exercisable in the future
 
930,172

 
422,664


22.
Income Tax

The major components of income tax expense for the years ended December 31, 2011 and 2010 are as follows (Korean won in thousands):
 
 
2011
 
2010
Current income tax expense
 
2,331,263

 
10,298,597

Deferred tax relating to origination and reversal of temporary differences
 
(8,677,172
)
 
2,295,993

Adjustments to prior year tax filing
 

 
108,105

 
 
(6,345,909
)
 
12,702,695

Income tax charged directly to equity
 
231,726

 
(1,786,860
)
Income tax expense reported in the separate income statement
 
(6,114,183
)
 
10,915,835


The major components of Income tax charged directly to equity for the years ended December 31, 2011 and 2010 are as follows (Korean won in thousands):
 
 
2011
 
2010
Current income tax related to items charged or credited directly to equity during the year:
 

 

Deferred tax related to items charged or credited directly to equity during the year:
 
(231,726
)
 
1,786,860

Actuarial losses on defined benefit plans (1)
 
(41,581
)
 
(23,691
)
Unrealized gain/(loss) on available-for-sale financial assets (1)
 
6,692

 
8,415

Net gain on valuation of derivative financial instruments (1)
 
(1,487,596
)
 
1,802,136

Consideration for stock warrants
 
1,290,759

 

Income tax charged directly to equity
 
(231,726
)
 
1,786,860


(1)
Represent income expense reported as other comprehensive income.

A reconciliation between tax expense and the product of accounting profit multiplied by Korea's domestic tax rate for the years ended December 31, 2011 and 2010 is as follows (Korean won in thousands):
 
 
2011
 
2010
Accounting profit before income tax
 
15,458,939

 
58,362,192

At Korea's statutory income tax rate
 
3,714,663

 
14,097,250

Adjustments
 
 
 
 
Expenses not deductible for tax purposes
 
583

 
103,526

Tax credit
 
(2,012,816
)
 
(3,315,274
)
Adjustments to prior year tax filing
 

 
108,105

Deferred income tax effects from unused carried forward tax credit
 
(7,278,024
)
 

Deferred income tax effects from unused actuarial losses on defined benefit plans
 
41,581

 
23,691

Others (tax rate difference and others)
 
(580,170
)
 
(101,463
)
Income tax expense (benefit from) reported in the income statement
 
(6,114,183
)
 
10,915,835

At the effective income tax rate (1)
 

 
18.70
%

(1)
Effective income tax rate is not applicable as the Company incurred benefit from income taxes for the year ended December 31, 2011.

The Company offsets tax assets and liabilities if and only it has a legally enforceable right to set off current tax assets and current tax liabilities and the deferred tax assets and deferred tax liabilities related to income taxes levid by the same tax authority.

Deferred tax relates to the following:

(Korean won in thousands)
 
 
Separate statement of financial position
 
Separate income statement
 
 
2011
 
2010
 
As at January 1, 2010
 
2011
 
2010
Benefit liability
 
57,845

 
18,709

 
7,634

 
39,136

 
11,075

Depreciation
 
224,789

 
190,019

 
139,065

 
34,770

 
50,954

Government subsidies
 
935,504

 
534,720

 
303,721

 
400,784

 
230,999

Temporary allowance for subsidies
 
(935,504
)
 
(534,720
)
 
(303,721
)
 
(400,784
)
 
(230,999
)
Loss on foreign currency translation
 

 
89,365

 
15,374

 
(89,365
)
 
73,991

Gain on foreign currency translation
 

 
(3,672
)
 
(3,203
)
 
3,672

 
(469
)
Gain on valuation of available-for-sale financial assets
 
(32,883
)
 
(26,191
)
 
(17,776
)
 
(6,692
)
 
(8,415
)
Gain (loss) on valuation of derivatives
 
(113,502
)
 
(2,285,652
)
 
236,073

 
2,172,150

 
(2,521,725
)
Accrued expenses
 
34,825

 
36,349

 
32,249

 
(1,525
)
 
4,100

Accrued income
 
(25,898
)
 
(3,553
)
 
(56,224
)
 
(22,345
)
 
52,671

Loss on valuation of inventories
 
491,330

 
144,062

 
102,237

 
347,268

 
41,825

Allowance for sales returns
 

 
85,678

 
85,678

 
(85,678
)
 

Premium on bonds with warrants
 
2,906,508

 

 

 
2,906,508

 

Adjustment of warrant
 
(4,173,517
)
 

 

 
(4,173,517
)
 

Allowance for doubtful accounts
 
274,766

 

 

 
274,766

 

Deduction carried forward tax credit
 
7,278,024

 

 

 
7,278,024

 

Deferred tax expense / (income)
 
 
 
 
 
 
 
8,677,172

 
(2,295,993
)
Net deferred tax assets / (liability)
 
6,922,287

 
(1,754,886
)
 
541,107

 
 
 
 

Reconciliation of Deferred Tax Assets (Liabilities) Net

 
 
2011
 
2010
Opening balance sheet as of January 1
 
(1,754,886
)
 
541,107

Tax income/(expense) during the period recognized in profit or loss
 
8,445,447

 
(509,133
)
Tax (expense) during the period recognized in equity
 
231,726

 
(1,786,860
)
Closing balance December 31
 
6,922,287

 
(1,754,886
)

23.
Sales

Outsourced manufacturing services (manufacture of ingots using customer-procured polycrystalline silicon) for the years ended December 31, 2011 and 2010 amounts to ₩ 195,635,670 thousand and ₩ 103,458,720 thousand, respectively.

In connection with such services, the Company accounted the unprocessed raw materials (poly-silicon) provided by customers as short-term deposits (Notes 7).

24.
Cost of Sales and Selling and Administrative Expense

Expenses by Nature

(Korean won in thousands):
 
 
2011
 
2010
Changes in finished goods and work in progress
 
(747,998
)
 
(673,066
)
Changes in raw materials and stored goods
 
150,237,434

 
41,194,859

Employee benefit expenses
 
18,875,470

 
7,525,177

Depreciation and bad debt expenses
 
31,290,764

 
15,164,096

Other expenses
 
87,418,963

 
39,583,006

Cost of sales and selling and administrative expense
 
287,074,633

 
102,794,072


Selling and Administrative Expenses

 
 
2011
 
2010
Salaries
 
3,425,335

 
2,086,959

Benefit expenses
 
234,054

 
53,199

Employ benefits
 
1,721,292

 
1,539,241

Entertainment
 
71,901

 
36,382

Travel
 
310,233

 
158,701

Vehicle maintenance expenses
 
139,053

 
84,767

Communications
 
52,125

 
30,034

Taxes and dues
 
248,611

 
436,334

Lease expense
 
72,537

 
25,568

Depreciation
 
450,583

 
233,747

Amortization
 
210,532

 
40,584

Repairs
 
34,650

 

Supplies
 
146,643

 
244,825

Printing
 
20,991

 
7,132

Advertising
 
1,619,699

 
839,651

Transportation
 
1,187,225

 
107,000

Insurance expenses
 
97,187

 
137,883

Commission
 
2,362,827

 
1,476,451

Training expenses
 
239,032

 
218,533

Sample expenses
 
796,914

 
103,172

Share based transaction expenses
 
677,093

 
97,725

Service fees
 
1,807,960

 
817,876

Bad debt expenses
 
1,283,037

 
5,633

Total
 
17,209,514

 
8,781,397



25.
Other Operating Income/Expenses

(Korean won in thousands):
 
 
2011
 
2010
Other operating incomes
 
 
 
 
Gain on foreign currency transaction
 
19,155,836

 
5,759,500

Gain on foreign currency translation
 
979,007

 
15,174

Gain on disposal of property, plant and equipment
 
7,578

 

Reversal of allowance for doubtful accounts
 
160,381

 
84,953

Miscellaneous income
 
511,509

 
65,403

Total
 
20,814,311

 
5,925,030

Other operating expenses
 
 
 
 
Loss on foreign currency transaction
 
16,161,570

 
6,904,682

Loss on foreign currency translation
 
8,793,699

 
369,276

Donations
 
101,454

 
1,220

Loss on disposal of property, plant and equipment
 
923,707

 

Loss on disposal of intangible assets
 
61,818

 

Other bad debt expenses
 
1,017,026

 

Miscellaneous expense
 
55

 
162,832

Total
 
27,059,330

 
7,438,010


26.
Finance Revenue / Costs

(Korean won in thousands):
 
 
2011
 
2010
Finance revenue
 
 
 
 
Interest income
 
570,594

 
2,232,359

Dividend income
 
700

 

Gain on settlement of derivative financial instruments
 
1,869,264

 
2,456,807

Gain on valuation of derivative financial instruments
 
741,839

 
2,973,510

Total
 
3,182,397

 
7,662,676

Finance costs
 
 
 
 
Interest expense
 
7,359,026

 
4,555,597

Loss on settlement of derivative financial instruments
 
401,868

 
784,410

Loss on valuation of derivative financial instruments
 
19,009

 

Total
 
7,779,903

 
5,340,007


27.
Earnings Per Share

(Korean won in unit):
 
 
2011
 
2010
Basic earnings per share
 
348

 
872

Diluted earnings per share
 
345

 
870


Basic earnings per share amounts are calculated by dividing net profit attributable to common equity holders for the year by the weighted average number of common shares outstanding during the year.

Diluted earnings per share amounts are calculated by dividing the net profit attributable to common equity holders (after adjusting for expenses on the potential ordinary shares) by the weighted average number of common shares outstanding during the year plus the weighted average number of common shares that would be issued on conversion of all the dilutive potential common shares.

The following reflects the income and share data used in the basic and diluted earnings per share computations for the years ended December 31, 2011 and 2010 (Korean won in unit):
 
 
2011
 
2010
Net profit attributable to common equity holders
 
21,573,122,148

 
47,446,357,061

Share based payment transaction expense
 

 
138,449,240

Net profit attributable to common shares adjusted for the effect of dilution
 
21,573,122,148

 
47,446,357,061


(Share)
 
 
2011
 
2010
Weighted average number of common shares for basic earnings per share
 
62,066,587

 
54,386,301

Effect of dilution:
 
 
 
 
Stock options
 

 
297,150

Bond with warrants
 
509,046

 

Weighted average number of common shares adjusted for the effect of dilution
 
62,575,633

 
54,683,451


There have been no other transactions involving common shares or potential common shares subsequent to the reporting date.

28.
Statements of Cash Flow

Non-cash adjustment to reconcile profit before tax to net cash flows

(Korean won in thousands):
 
 
2011
 
2010
Depreciation of property, plant and equipment
 
29,582,280

 
14,967,560

Loss on foreign currency translation
 
8,793,699

 
369,276

Severance and retirement benefit
 
1,141,604

 
559,940

Loss on disposal of property, plant and equipment
 
923,707

 

Loss on valuation of derivative financial instruments
 
19,009

 

Share-based payment transaction expense
 
790,905

 
170,302

Amortization of intangibles assets
 
425,446

 
190,903

Other bad debts expenses
 
1,017,025

 

Bad debt expenses
 
1,283,037

 
5,633

Loss on valuation of inventories
 
1,638,022

 
172,830

Interest expenses
 
7,359,026

 
4,555,597

Loss on disposal of intangible assets
 
61,818

 

Gain on foreign currency translation
 
(979,006
)
 
(15,174
)
Gain on disposal of property, plant and equipment
 
(7,578
)
 

Gain on valuation of derivative financial instruments
 
(741,838
)
 
(2,973,510
)
Reversal of allowance for doubtful accounts
 
(160,381
)
 
(84,953
)
Interest income
 
(570,594
)
 
(2,232,359
)
Dividend income
 
(700
)
 

Income tax expense (benefit)
 
(6,114,183
)
 
10,915,835

Total
 
44,461,298

 
26,601,880


Working Capital Adjustments

(Korean won in thousands):
 
 
2011
 
2010
Decrease (increase) in trade receivable
 
(15,483,713
)
 
(10,402,465
)
Decrease (increase) in other receivable
 
(7,983,426
)
 
(8,761,068
)
Increase in inventories
 
(47,304,987
)
 
(18,569,504
)
Decrease (increase) in trade payable
 
2,289,395

 
4,905,914

Decrease (increase) in other payable
 
(17,360,320
)
 
12,117,409

Payment to plan assets
 
(800,000
)
 
(390,000
)
Payment of severance and retirement benefits, net
 
(209,700
)
 
(36,086
)
Other, net
 
(38,213,206
)
 
(4,526,607
)
Total
 
(125,065,957
)
 
(25,662,407
)

29.
Related Party Disclosures

The related parties of the Company and nature of their relationship with the Company are as follows:
Related Party
 
Relationship
Woongjin Holdings Co., Ltd.
 
Shareholder
SunPower Corporation with its subsidiaries
 
Shareholder
Woongjin Coway Co., Ltd.
 
Associate
Woongjin Foods Co., Ltd.
 
Associate
Kukdong Engineering & Construction Co., Ltd.
 
Associate
Woongjin Thinkbig Co., Ltd.
 
Associate
Woongjin Passone Co., Ltd.
 
Associate
Rexfield Country Club
 
Associate
Booxen Co., Ltd.
 
Associate
Woongjin Playdoci Co., Ltd.
 
Associate
Woongjin Logistics Co., Ltd.
 
Associate
Woongjin Polysilicon Co., Ltd.
 
Associate

The following table provides the total amount of transactions that have been entered into with related parties for the relevant financial years as well as outstanding balances at December 31, 2011 and 2010 and January 1, 2010 (Korean won in thousands):
 
 
 
 
Sales to related parties
 
Purchases from related parties
 
Amounts owed by related parties*
 
Amounts owed to related parties*
Woongjin Holdings Co., Ltd.
 
2011
 

 
27,391,287

 

 
1,689,493

 
 
2010
 

 
8,740,126

 

 
1,989,587

 
 
As at Jan 1, 2010
 
 
 
 
 
8,881

 
291,058

SunPower Corporation with its subsidiaries
 
2011
 
221,369,337

 
62,845,097

 
49,947,627

 
19,586,284

 
 
2010
 
121,484,755

 

 
43,262,995

 
20,975,281

 
 
As at Jan 1, 2010
 
 
 
 
 
48,656,177

 
19,333,440

Woongjin Coway Co., Ltd.
 
2011
 

 
978,750

 

 
1,324

 
 
2010
 

 
3,726,131

 

 
9,268

 
 
As at Jan 1, 2010
 
 
 
 
 

 

Woongjin Foods Co., Ltd.
 
2011
 

 
8,980

 

 
360

 
 
2010
 

 
16,231

 

 

 
 
As at Jan 1, 2010
 
 
 
 
 

 
2,666

Kukdong Engineering & Construction Co., Ltd.
 
2011
 

 
10,033,615

 

 

 
 
2010
 

 
59,469,151

 

 
220,000

 
 
As at Jan 1, 2010
 
 
 
 
 

 
1,382,920

Woongjin Thinkbig Co., Ltd.
 
2011
 

 
1,413

 

 
1,413

 
 
2010
 

 
18,365

 

 

 
 
As at Jan 1, 2010
 
 
 
 
 

 

Woongjin Passone Co., Ltd.
 
2011
 

 
53,755

 

 
530

 
 
2010
 

 
7,300

 

 
69

 
 
As at Jan 1, 2010
 
 
 
 
 

 
45

Rexfield Country Club
 
2011
 

 
60,524

 

 

 
 
2010
 

 
95,540

 

 
19,800

 
 
As at Jan 1, 2010
 
 
 
 
 

 
4,400

Booxen Co., Ltd.
 
2011
 

 
11,359

 

 
305

 
 
2010
 

 
4,544

 

 

 
 
As at Jan 1, 2010
 
 
 
 
 

 

Woongjin Logistics Co., Ltd.
 
2011
 

 
156,837

 

 
25,340

 
 
2010
 

 

 

 

 
 
As at Jan 1, 2010
 
 
 
 
 

 

Woongjin Polysilicon Co., Ltd.
 
2011
 
2,491,929

 
92,644,803

 

 

 
 
2010
 
1,185,518

 
394,079

 
351,726

 

 
 
As at Jan 1, 2010
 
 
 
 
 

 

Total
 
2011
 
223,861,266

 
194,186,420

 
49,947,627

 
21,305,049

 
 
2010
 
122,670,273

 
72,471,467

 
43,614,721

 
23,214,005

 
 
As at Jan 1, 2010
 
 
 
 
 
48,665,058

 
21,014,529


Compensation of Key Management Personnel of the Company

The Company recorded salaries of ₩ l,532,247 thousand, employment benefits of ₩ 250,598 thousand and share based payment expense of ₩ 790,905 thousand for the year ended December 31, 2011 for key-management personnel who have authority and responsibility over the Company's plans and operations.

30.
Commitments and Contingencies

Credit Lines

(Korean won in thousands, US dollar in units):
Credit provider
 
Description of credit line
 
Currency
 
Limit
Shinhan Bank
 
General loan
 
KRW
 
52,289,000

 
 
Energy savings loan
 
KRW
 
18,272,000

Korea Exchange Bank
 
Comprehensive lines of credit
 
KRW
 
8,000,000

 
 
Sight letters of credit
 
USD
 
7,200,000

Citibank Korea, Inc.
 
Comprehensive lines of credit
 
KRW
 
40,654,000

 
 
Sight letters of credit
 
USD
 
15,000,000

Total
 
 
 
KRW
 
119,215,000

 
 
 
 
USD
 
22,200,000


Guarantees

As of December 31, 2011, the Company has provided guarantees amounting to ₩ 8,025 million and ₩ l0,204 million to Shinhan Bank and Woori Bank, respectively in relation to loans made to employee, in connection with Employee Stock Purchase Plan (ESPP).

Contingencies

As of December 31, 2011, the Company has entered into Polysillcon Supply Agreement with SunPower Philippines Manufacturing Ltd., under which SunPower Philippines Manufacturing Ltd. delivers polysilicon to the Company for the manufacturing of ingots. The Company and SunPower Philippines Manufacturing Ltd. amended the agreement under which the term of the agreements was extended until July 2016. Moreover, the Company has entered into Sales Agreement with SunPower Corporation, under which ingots manufactured by the Company will be sold to SunPower Corporation at agreed price until July 2016.

The Company has entered into Ingot Plant License Agreement with SunPower Corporation, under which Sun Power granted to the Company certain intellectual property rights relating to the manufacture and supply of ingots. As a consideration for this agreement, the Company paid ₩ 320 million and capitalized the payment as development costs, and has amortized it on a straight-line basis over five years.

As of December 31, 2011, the Company has entered into Polysilicon Supply Agreement with Wacker Chemie AG until December 2016, for which the Company prepaid ₩ 33,861 million for the year ended December 31, 2011. In connection with such prepayment the Company recorded current and non-current prepayment amounted to ₩ 3,820 million and ₩ 30,041 million, respectively.

As of December 31, 2011, the Company has entered into Polysilicon Supply Agreement with Woongjin Polysilicon Co., Ltd until December 2015, for which the Company prepaid ₩ 27,874 million which is accounted for as current prepayment.

As of December 31, 2011, the Company has received guarantees amounted to ₩ 15 million provided by Seoul Guarantee Insurance Company for fulfillment of contract.

As of December 31, 2011, plant, equipment and inventories are insured against general property indemnity losses for up to ₩ 429,392,872 thousand. Moreover, the Company carries gas accident indemnity insurance, indemnity insurance for executives and worker's compensation.

31.
Financial Risk Management Objectives and Policies

The Company's principal financial liabilities, other than derivatives, comprise trade and other payables and borrowings. The main purpose of these financial liabilities is to raise finances for the Company's operations. The Company has trade and other receivables, and cash and short-term deposits that arrive directly from its operations. The Company also holds available-for-sale investments, and enters into derivative transactions.

The Company is exposed to market risk, credit risk and liquidity risk.

The Company's senior management oversees the management of these risks. The Company's senior management is supported by a financial risk committee that advises on financial risks and the appropriate financial risk governance framework for the Company. The financial risk committee provides assurance to the Company's senior management that the Company's financial risk-taking activities are governed by appropriate policies and procedures and that financial risks are identified, measured and managed in accordance with Company policies and Company risk appetite. All derivative activities for risk management purposes are carried out by specialist teams that have the appropriate skills, experience and supervision. It is the Company's policy that no trading in derivatives for speculative purposes shall be undertaken.

The Board of Directors reviews and agrees policies for managing each of these risks which are summarized below.

Market Risk

Market risk is the risk that the fair value of future cash flows of a financial instrument will fluctuate because of changes in market prices. Market prices comprise three types of risk: interest rate risk, currency risk, commodity price risk and other price risk, such as equity risk.

Interest Rate Risk

Interest rate risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in market interest rates. The Company's exposure to the risk of changes in market interest rates relates primarily to the Company's long-term debt obligations with floating interest rates. As of December 31, 2011 and 2010, variable rate borrowings amount to ₩ 191,020,215 thousand and ₩ 98,880,631 thousand respectively.

The Company manages its interest rate risk by having a balanced portfolio of fixed and variable rate loans and borrowings. To manage this, the Company enters into interest rate swaps, in which the Company agrees to exchange, at specified intervals, the difference between fixed and variable rate interest amounts calculated by reference to an agreed-upon notional principal amount. These swaps are designated to hedge underlying debt obligations. As of December 31, 2011, interest rate swap contracts are effective to the hedged risk and therefore, the effects from such contract were recorded in other comprehensive income (Notes 14).

Foreign Currency Risk

Foreign currency risk is the risk that the fair value or future cash flows of a financial instrument will fluctuate because of changes in foreign exchange rates. The Company's exposure to the risk of changes in foreign exchange rates relates primarily to the Company's operating activities.

The Company manages its foreign currency risk by hedging transactions that are expected to occur within a maximum 24 month period. Transactions that are certain to occur are hedged without any limitation in time.

Where the nature of the hedge relationship is not an economic hedge, it is the Company's policy to negotiate the terms of the derivatives to match the terms of the underlying hedged items to maximize hedge effectiveness.

Monetary assets and liabilities denominated in foreign currencies that are exposed to foreign currency risk as of December 31, 2011 and 2010 and January 1,2010 are as follows (Korean won in thousands):
 
 
2011
 
2010
 
As at January 1, 2010
 
 
Asset
 
Liability
 
Asset
 
Liability
 
Asset
 
Liability
USD
 
55,928,403

 
90,509,722

 
48,793,565

 
39,501,420

 
35,729,967

 
19,903,055

EUR
 

 
1,528,046

 

 

 

 

JPY
 

 
2,537,773

 
27,364

 
6,533,103

 

 
183,722

CHF
 

 

 

 
2,302,039

 

 

Total
 
55,928,403

 
94,575,541

 
48,820,929

 
48,336,562

 
35,729,967

 
20,086,777


Foreign Currency Sensitivity

The following table demonstrates the sensitivity to a reasonably possible change in the foreign exchange rate, with all other variables held constant, of the Company's profit before tax (due to changes in the fair value of monetary assets and liabilities).

(Korean won in thousands)
 
 
2011
 
2010
 
 
Increased by 5%
 
Decreased by 5%
 
Increased by 5%
 
Decreased by 5%
USD
 
(1,729,066
)
 
1,729,066

 
464,607

 
(464,607
)
EUR
 
(76,402
)
 
76,402

 

 

JPY
 
(126,889
)
 
126,889

 
(325,287
)
 
325,287

CHF
 

 

 
(115,102
)
 
115,102

Total
 
(1,932,357
)
 
1,932,357

 
24,218

 
(24,218
)

Credit Risk

Credit risk is the risk that a counterparty will not meet its obligations under a financial instrument or customer contract, leading to a financial loss. The Company is exposed to credit risk from its operating activities and its financing activities.

Trade and Other Receivables

Customer credit risk is managed by each business unit subject to the Company's established policy, procedures and control relating to customer credit risk management. Credit quality of the customer is assessed based on an extensive credit rating scorecard and individual credit limits are defined in accordance with this assessment. Outstanding customer receivables are regularly monitored and any shipments to major customers are generally covered by letters of credit or other form of credit insurance.

The requirement for impairment is analyzed at each reporting date on an individual basis for major clients. Additionally, a large number of minor receivables is accompanied into homogeneous companies and assessed for impairment collectively. The calculation is based on actually incurred historical data. The maximum exposure to credit risk at the reporting date is the carrying value of each class of financial assets disclosed in Note 6.

Financial Instruments and Cash Deposits

Credit risk associated with the Company's other assets which consist of cash, short-term deposits and short-term and long-term loans arise from the default by the counterparties. The Company's maximum exposure to credit risk for the components of the statement of financial position at December 31, 2011 and 2010 is the carrying amounts as illustrated in Note 6, Investment of surplus funds have been deposited with highly rated financial institutions such as Shinhan bank and others to mitigate potential loss that might arise as a result of failure by counterparty.

Liquidity Risk

The Company monitors its risk to a shortage of funds using a recurring liquidity planning tool. The Company's objective is to maintain a balance between continuity of funding and flexibility through the use of bank loans, debentures and hire purchase contracts. The Company assessed the concentration of risk with respect to refinancing its debt and concluded it to be low.

The table below summarizes the maturity profile of the Company's financial liabilities based on contractually undiscounted payments (Korean won in thousands).

December 31, 2011
 
Less than 1 year
 
1 to 2 years
 
> 2 years
 
Total
Trade payables
 
8,208,933

 

 

 
8,208,933

Borrowings and bonds
 
106,611,665

 
20,372,445

 
250,304,009

 
377,288,119

Financial derivatives
 
1,012,434

 
729,930

 
58,952

 
1,801,316

Other payables
 
30,334,682

 

 
1,541,280

 
31,875,962

 
 
146,167,714

 
21,102,375

 
251,904,241

 
419,174,330

December 31, 2010
 
Less than 1 year
 
1 to 2 years
 
> 2 years
 
Total
Trade payables
 
5,986,272

 

 

 
5,986,272

Borrowings and bonds
 
38,319,336

 
20,358,245

 
40,203,050

 
98,880,631

Financial derivatives
 
169,326

 
88,893

 
18,693

 
276,912

Other payables
 
45,042,984

 

 
920,000

 
45,962,984

 
 
89,517,918

 
20,447,138

 
41,141,743

 
151,106,799

January 1, 2010
 
Less than 1 year
 
1 to 2 years
 
> 2 years
 
Total
Trade payables
 
996,002

 

 

 
996,002

Borrowings and bonds
 
10,312,500

 
18,831,184

 
59,414,295

 
88,557,979

Financial derivatives
 
805,357

 
170,150

 

 
975,507

Other payables
 
24,184,779

 

 
420,000

 
24,604,779

 
 
36,298,638

 
19,001,334

 
59,834,295

 
115,134,267


The financial derivative instruments in the above table represent the liabilities amount based on the gross undiscounted cash flows. However, those amounts may be settled either at gross or net basis.

Capital Management

The primary objective of the Company's capital management is to ensure that it maintains a strong credit rating and healthy capital ratios in order to support its business and maximize shareholder value.

The Company manages its capital structure and makes adjustments to it, in light of Changes in economic conditions. To maintain or adjust the capital structure, the Company may adjust the dividend payment to shareholders, return capital to shareholders or issue new shares.

No changes were made in the objectives, policies or processes during the years ending December 31, 2011 and 2010.

The Company monitors capital using a gearing ratio, which is net debt divided by total capital plus net debt. The Company includes within net debt, interest bearing loans and borrowings, trade and other payables, less cash and cash equivalents, excluding discontinued operations (Korean won in thousands).
 
 
2011
 
2010
 
As at January 1, 2010
Financial liabilities
 
 
 
 
 


Current trade and other payables
 
38,543,615

 
51,029,256

 
25,180,781

Non-current trade and other payables
 
1,541,280

 
920,000

 
420,000

Interest-bearing loans and borrowings
 
377,288,119

 
98,880,631

 
88,557,979

Less cash and short-term deposits
 
(107,301,016
)
 
(70,336,812
)
 
(9,215,103
)
Net debt
 
310,071,998

 
80,493,075

 
104,943,657

Total capital
 
320,343,753

 
298,754,741

 
96,770,503

Capital and net debt
 
630,415,751

 
379,247,816

 
201,714,160

Gearing ratio
 
49.20
%
 
21.20
%
 
52.00
%

32.
Explanation of Transition to K-IFRS

For all periods up to and including the year ended December 31, 2010, the Company prepared its financial statements in accordance with local generally accepted accounting practice (Previous Local GAAP). These financial statements, for the year ended December 31, 2011, are the first the Company has prepared in accordance with Korea International Financial Reporting Standards (K-IFRS).

Accordingly, the Company has prepared financial statements which comply with IFRS applicable for periods beginning on or after January 1, 2011 as described in the accounting policies. In preparing these financial statements, the Company's opening statement of financial position was prepared as at January 1, 2010, the Company's date of transition to K-IFRS. This note explains the principal adjustments made by the Company in restating its Previous Local GAAP statement of financial position as at January 1, 2010 and its previously published local GAAP financial statements for the year ended December 31, 2010.

Exemptions Applied

K-IFRS 1101 First-Time Adoption of Korean International Financial Reporting Standards allows first-time adopters certain exemptions from the retrospective application of certain K-IFRSs effective for December 2011 year-ends.

The Company has applied the following exemptions:

The Company has only capitalized those eligible borrowing costs incurred after the transition date.

The Company has recognized all cumulative actuarial gains and losses on pensions and other post-retirement benefits as at January 1, 2010, directly in equity. The Company has elected to disclose amounts required by paragraph 120A(16) of K-IFRS 1019 prospectively from the date of transition.

Reconciliation of Equity as at January 1, 2010 (Date of Transition to K-IFRS)
(Korean won in thousands)
Notes
 
Previous Local GAAP
 
Adjustments
 
K-IFRS
Current assets
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
9,215,103

 

 
9,215,103

Other current financial assets
 
 
25,500,000

 

 
25,500,000

Trade and other receivables
 
 
49,397,964

 

 
49,397,964

Other current assets
 
 
1,761,214

 

 
1,761,214

Inventories
 
 
8,990,458

 

 
8,990,458

 
 
 
94,864,739

 

 
94,864,739

Non-current assets
 
 
 
 
 
 
 
Other non-current financial assets
 
 
625,630

 

 
625,630

Long-term trade and other receivables
 
 
194,881

 

 
194,881

Deferred tax asset
C
 
501,225

 
39,882

 
541,107

Property, plant and equipment
 
 
122,221,272

 

 
122,221,272

Intangible assets
 
 
574,179

 

 
574,179

 
 
 
124,117,187

 
39,882

 
124,157,069

Total assets
 
 
218,981,926

 
39,882

 
219,021,808

 
 
 
 
 
 
 
 
Current liabilities
 
 
 
 
 
 
 
Other current financial liabilities
 
 
805,357

 

 
805,357

Trade and other payables
B
 
25,047,520

 
133,261

 
25,180,781

Current portion of borrowings
 
 
10,312,500

 

 
10,312,500

Income tax payable
 
 
6,362,095

 

 
6,362,095

Other current liabilities
 
 
438,123

 

 
438,123

 
 
 
42,965,595

 
133,261

 
43,098,856

Non-current liabilities
 
 
 
 
 
 
 
Other non-current financial liabilities
 
 
170,150

 

 
170,150

Long-term trade and other payables
 
 
420,000

 

 
420,000

Long-term borrowings
 
 
78,245,479

 

 
78,245,479

Defined benefit pension plan deficit
A
 
285,278

 
31,542

 
316,820

 
 
 
79,120,907

 
31,542

 
79,152,449

Total liabilities
 
 
122,086,502

 
164,803

 
122,251,305

Capital and reserves
 
 
 
 
 
 
 
Issued capital
 
 
23,060,000

 

 
23,060,000

Capital surplus
 
 
1,500,665

 

 
1,500,665

Capital adjustments, net
 
 
343,083

 

 
343,083

Accumulated other comprehensive income (loss)
 
 
(683,756
)
 

 
(683,756
)
Retained earnings
A, B, C
 
72,675,432

 
(124,921
)
 
72,550,511

Total equity
 
 
96,895,424

 
(124,921
)
 
96,770,503

Total equity and liabilities
 
 
218,981,926

 
39,882

 
219,021,808


Reconciliation of Equity as at December 31, 2010

(Korean won in thousands)
Notes
 
Previous Local GAAP
 
Adjustments
 
K-IFRS
Current assets
 
 
 
 
 
 
 
Cash and cash equivalents
 
 
70,336,812

 

 
70,336,812

Other current financial assets
 
 
7,378,667

 

 
7,378,667

Trade and other receivables
 
 
57,158,500

 

 
57,158,500

Other current assets
 
 
13,133,149

 

 
13,133,149

Inventories
 
 
27,387,132

 

 
27,387,132

 
 
 
175,394,260

 

 
175,394,260

Non-current assets
 
 
 
 
 
 
 
Other non-current financial assets
 
 
3,314,314

 

 
3,314,314

Long-term trade and other receivables
 
 
195,236

 

 
195,236

Deferred tax asset
C
 
185,165

 
(185,165
)
 

Other non-current assets
 
 
13,757,200

 

 
13,757,200

Property, plant and equipment
 
 
265,193,278

 

 
265,193,278

Intangible assets
 
 
1,808,199

 

 
1,808,199

 
 
 
284,453,392

 
(185,165
)
 
284,268,227

Total assets
 
 
459,847,652

 
(185,165
)
 
459,662,487

 
 
 
 
 
 
 
 
Current liabilities
 
 
 
 
 
 
 
Other current financial liabilities
 
 
169,326

 

 
169,326

Trade and other payables
B
 
50,879,054

 
150,203

 
51,029,257

Borrowings
 
 
19,488,152

 

 
19,488,152

Current portion of borrowings
 
 
18,831,184

 

 
18,831,184

Income tax payable
 
 
6,678,225

 

 
6,678,225

Other current liabilities
 
 
809,474

 

 
809,474

 
 
 
96,855,415

 
150,203

 
97,005,618

Non-current liabilities
 
 
 
 
 
 
 
Other non-current financial liabilities
 
 
107,587

 

 
107,587

Long-term trade and other payables
 
 
920,000

 

 
920,000

Long-term borrowings
 
 
60,561,295

 

 
60,561,295

Defined benefit pension plan deficit
A
 
531,407

 
26,953

 
558,360

Deferred tax liability
C
 
1,973,772

 
(218,886
)
 
1,754,886

 
 
 
64,094,061

 
(191,933
)
 
63,902,128

Total liabilities
 
 
160,949,476

 
(41,730
)
 
160,907,746

Capital and reserves
 
 
 
 
 
 
 
Issued capital
 
 
31,000,000

 

 
31,000,000

Capital surplus
 
 
142,421,075

 

 
142,421,075

Capital adjustments, net
 
 
422,664

 

 
422,664

Accumulated other comprehensive income (loss)
 
 
4,998,129

 

 
4,998,129

Retained earnings
A, B, C
 
120,056,308

 
(143,435
)
 
119,912,873

Total equity
 
 
298,898,176

 
(143,435
)
 
298,754,741

Total equity and liabilities
 
 
459,847,652

 
(185,165
)
 
459,662,487


Reconciliation of Profit and Loss for the Year Ended December 31, 2010

(Korean won in thousands)
Notes
 
Previous Local GAAP
 
Adjustments
 
K-IFRS
Revenue
 
 
160,346,575

 

 
160,346,575

Cost of sales
 
 
94,012,675

 

 
94,012,675

Gross profit
 
 
66,333,900

 

 
66,333,900

 
 
 
 
 
 
 


Selling and administrative expenses
A, B
 
8,905,312

 
(123,915
)
 
8,781,397

Other operating income
 
 
5,925,030

 

 
5,925,030

Other operating expenses
 
 
7,438,010

 

 
7,438,010

Operating profit
 
 
55,915,608

 
(123,915
)
 
56,039,523

 
 
 
 
 
 
 


Finance revenue
A
 
7,691,257

 
(28,581
)
 
7,662,676

Finance costs
 
 
5,340,007

 

 
5,340,007

Profit before tax
 
 
58,266,858

 
95,334

 
58,362,192

 
 
 
 
 
 
 

Income tax expense
A, B, C
 
10,885,982

 
29,853

 
10,915,835

Profit for the year
 
 
47,380,876

 
65,481

 
47,446,357

 
 
 
 
 
 
 
 
Other comprehensive income
 
 
5,681,885

 
(83,996
)
 
5,597,889

Total comprehensive income
 
 
53,062,761

 
(18,515
)
 
53,044,246


Adjustments Between Previous Local GAAP to K-IFRS

A) Defined Benefit Obligation

Under Previous Local GAAP, the provision of post-employment benefits was calculated assuming all employees providing with at least one year of services were to terminate their employment as of the reporting date. Under K-IFRS, the Company has recorded estimated amount using the projected unit credit method as defined benefit liabilities. The difference arising from applying K-IFRS has been recorded in retained earnings.

B) Accumulating Compensated Absences

Under Previous Local GAAP, the Company recognized accumulated compensation for unused paid-time-off and bonuses as expense when the Company's obligation to pay cash is determined. Under K-IFRS, the Company recognized accumulated compensation for unused paid-time-off as expense when the employees render services. The Company recognized bonus expense when the employees render services even in a situation where the Company does not have a legal obligation, but it is common practice in the industry to pay the bonus.

C) Deferred Tax Liability

Under Previous Local GAAP, deferred tax assets and liabilities had been classified as current or non-current assets and liabilities according to their liquidity. Under K-IFRS, all the deferred tax assets and liabilities have been reclassified as non-current items. The difference arising from adopting K-IFRS been properly reflected in income tax.

Statement of Cash Flows

Interest received, dividend received and interest paid are classified as either investing or financial activities pursuant to K-IFRS. However, effect of foreign exchange differences on cash and cash equivalents denominated in foreign currencies is separately disclosed. Other effects due to transition to K-IFRS are reflected in the statements of cash flows, if any.

33.
Operating Income

Reconciliation of operating income of the Company based on K-IFRS to the operating income based on Previous Local GAAP is as below:

(Korean won in thousands)
 
 
2011
 
2010
Operating income
 
20,056,445

 
56,039,523

Adjustments
 
 
 
 
Other operating income
 
(20,814,311
)
 
(5,925,031
)
Other operating expense
 
27,059,330

 
7,438,010

 
 
6,245,019

 
1,512,979

Operating income per Previous Local GAAP
 
26,301,464

 
57,552,502


34.
Approval of 2011 Financial Statements

The financial statements of the Company for the year ended December 31, 2011, were approved by the Board of Directors on February 29, 2012.

35.
Summary of Certain Significant Differences Between K-IFRS and Accounting Principles Generally Accepted in The United States of America (“U.S. GAAP”)

The accompanying fiscal 2011 and 2010 financial statements of the Company have been prepared in conformity with K-IFRS, which differs from U.S. GAAP in certain significant respects. Such differences are discussed below and address only those differences related to the non-consolidated financial statements. In addition, no attempt has been made to identify disclosure, presentation or classification differences that would affect the manner in which transactions and events are presented in the financial statements.

Information relating to the nature of such differences is presented below.

a.
Defined Benefit Obligations

Under U.S. GAAP, the provision of post-employment benefits was calculated assuming all eligible employees were to terminate their employment as of the reporting date. Further, U.S. GAAP requires the immediate recognition of a liability when the accumulated benefit obligation exceeds the fair market value of plan assets (see Note 23).

Under K-IFRS, the value of any defined benefit asset is restricted to the sum of any past service costs and the present value of any economic benefits available in the form of refunds from the plan or reductions in the future contributions plan.

b.
Accounting for Income Tax

Similar to Korean GAAP, under K-IFRS deferred income taxes is provided using the liability method on temporary differences between the financial reporting and tax bases of assets and liabilities. Deferred income tax assets are recognized to the extent that it is probable that such deferred income tax assets can be utilized. Further, under K-IFRS a liability related to an uncertain tax position is recognized in the financial statements when it is probable of resulting in additional payment to the tax authorities, while uncertain tax benefits are recognized only when the tax refund is virtually certain.

U.S. GAAP requires the recognition of deferred income taxes for all temporary differences between the carrying value of assets and liabilities for financial statement purposes, and their respective tax bases. Deferred tax assets are reduced by a valuation allowance if, in the opinion of management, it is more likely than not that some portion, or all, of the deferred tax asset will not be realized. Additional payments or reversals of previously provided liabilities arising from finalization of income tax returns, filing amended tax returns or examinations of prior year tax returns by tax authorities are normally reported as part of the current tax charge.

Under U.S. GAAP, for fiscal years beginning after December 15, 2006, an uncertain tax position must be recognized when it is more likely than not that a tax position will be sustained upon examination based on the technical merits of the position. The uncertain tax position, which can be recognized, is measured at the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement.

c.
Government Grants

Under K-IFRS, government grants are recognized once there is reasonable assurance that the subsidy will be received and all attached conditions will be met. Revenue-based grants are deferred in the balance sheet and released to the income statement to match the related expenditure that they are intended to compensate. Capital-based grants are deferred and matched with depreciation on the asset for which the grant arises. Grants that involve recognized assets are presented in the balance sheet either as deferred income or by deducting the grant in arriving at the asset's carrying amount, in which case the grant is recognized as a reduction of depreciation.

Under U.S GAAP, if conditions are attached to the grant, recognition of the grants is delayed until such conditions have been fulfilled. Contributions of long-lived assets or for the purchase of long-lived assets are to be credited to income over the expected useful life of the asset for which the grant was received.

d.
Financial Liabilities

Under K-IFRS, financial liabilities (within the scope of K-IFRS 1039) are classified as financial liabilities at fair value through profit or loss, loans and borrowings, or as derivatives designated as hedging instruments in an effective hedge, as appropriate. The Company determines the classification of its financial liabilities at initial recognition.

When bonds with stock warrants with embedded conditions to lower the exercise price if stock price falls, are issued, the difference between initial carrying amount of bonds with stock warrants and liabilities components of bonds with stock warrants could be divided into consideration for stock warrants and consideration for lowering of exercise price, and recorded in equity and liability, respectively. However, in accordance with Q&A from Financial Supervisory Service, consideration for lowering the exercise price cannot be considered a liability component due to the un-reimbursable nature of these bonds and accordingly, no distinguishment between consideration for stock warrants and that for lowering the exercise price can be made but instead, the difference between the initial carrying amount of bonds with stock warrants and liability components of bonds with stock warrants is recorded in equity.

Under U.S. GAAP, equity conversion features should be separated from the liability host and recorded separately as embedded derivatives only if they meet certain criteria. Under U.S. GAAP, an entity is required to recognize all derivatives as either assets or liabilities in the balance sheet and measure those instruments at fair value. If the conversion feature is not recorded separately, then the entire convertible instrument may be considered one unit of account.





Woongjin Energy Co., Ltd.
Notes to Financial Statements
For the year ended December 31, 2009


AS OF AND FOR THE YEAR ENDED DECEMBER 31, 2009:

1.
Nature of Operations and Basis of Presenting Financial Statements

Woongjin Energy Co., Ltd. (the “Company”) was established on November 17, 2006, under the joint venture agreement dated September 29, 2006 between Woongjin Coway Co., Ltd. and SunPower Corporation (together with its subsidiaries, “SunPower”). The Company is mainly engaged in manufacture, sales and distribution of silicon ingots. In 2007, Woongjin Holdings Co., Ltd. acquired shares of the Company held by Woongjin Coway Co., Ltd.

As of December 31, 2009, the Company’s headquarter and manufacturing facilities are located in Dae-jeon, South Korea.

2.
Summary of Significant Accounting Policies

Basis of Financial Statement Presentation

The Company maintains its accounting records in Korean won and prepares statutory financial statements in Korean language in conformity with the accounting principles generally accepted in the Republic of Korea. Certain accounting principles applied by the Company that conform with financial accounting standards and accounting principles in the Republic of Korea may not conform with generally accepted accounting principles in other countries. Accordingly, these financial statements are intended for use by those who are informed about Korean accounting principles and practices.

The following is a summary of significant accounting policies followed by the Company in the preparation of its financial statements. These policies have been consistently applied to all the years presented, unless otherwise stated.

In 2009, the Company adopted the following new Statements of Korea Accounting Standards (SKAS) issued by the Korea Accounting Standards Board:

SKAS No. 5, Property, Plant and Equipment (As Revised)
Interpretation on financial accounting standard [53-70], Accounting for Derivatives (As Revised)

Revenue Recognition
Revenues from the sale of goods are recognized when the significant risks and rewards of ownership of goods are transferred to the buyer, usually upon the shipment of the product. At the time revenue is recognized, the Company provides for future returns of potentially defective product based on historical experience.

In those cases where the Company is not the primary obligor or merchant of record and/or does not credit risk, or where it earns a fixed manufacturing service fee, the Company records revenue under the net method. When the Company records revenues at net, revenue is recorded at the net amount received and retained by the Company.

Cash and Cash Equivalents and Short-Term Financial Instruments
Cash and cash equivalents include cash on hand and in banks, and financial instruments with maturity of three months or less at the time of purchase. Investments which are usually convertible into cash within four to 12 months of purchases are classified in the statements of financial position as short-term financial instruments. The carrying amount of these investments approximates fair value.

Allowance for Doubtful Accounts
The Company provides an allowance for doubtful accounts receivable. Allowances are calculated based on the estimates made through a reasonable and objective method.

Inventories
The quantities of inventories are determined using the perpetual method and periodic inventory count, while the costs of inventories are determined using the weighted average method. Inventories are stated at the lower of cost or net





realizable value. Net realizable value is the estimated selling price in the ordinary course of business, less applicable variable selling expense. Replacement cost is used for the estimate of net realizable value of raw materials. If, however, the circumstances which caused the valuation loss cease to exist, the valuation loss is reversed, but not exceeding the original carrying amount before valuation. The said reversal is deducted from cost of sales.

Investments in Securities
Costs of securities are determined using the moving-weighted average method.
Investments in equity securities or debt securities are classified into trading securities, available-for-sale securities and held-to-maturity securities, depending on the acquisition and holding purpose. Investments in equity securities of companies, over which the Company exercises a significant control or influence, are recorded using the equity method of accounting. Trading securities are classified as current assets while available-for-sale securities and held-to-maturity securities are classified as long-term investments, excluding those securities that mature or are certain to be disposed of within one year, which are then classified as current assets.

Held-to-maturity securities are measured at amortized cost while available-for-sale and trading securities are measured at fair value. However, non-marketable securities, classified as available-for-sale securities, are carried at cost when the fair values are not readily determinable.

Gains and losses related to trading securities are recognized in the income statement, while unrealized gains and losses of available-for-sale securities are recognized under other comprehensive income and expense. Realized gains and losses on available-for-sale securities are recognized in the income statement.

Property, Plant and Equipment
Property, plant and equipment are stated at cost, which includes acquisition cost, production cost and other costs required to prepare the asset for its intended use. It also includes the present value of the estimated cost of dismantling and removing the asset, and restoring the site after the termination of the asset's useful life, provided it meets the criteria for recognition of provisions.

Property, plant and equipment are stated net of accumulated depreciation calculated and computed using a straight-line method, based on the following estimated useful lives:
 
Estimated Useful Lives
Building
25 years
Structures
20 years
Machinery and equipment
8 years
Others
3~5 years

Expenditures incurred after the acquisition or completion of assets are capitalized if they enhance the value of the related assets over their recently appraised value or extend the useful life of the related assets. Routine maintenance and repairs are charged to expense as incurred.

The Company capitalizes the interest it incurs on borrowings used to finance the cost of manufacturing, acquisition, and construction of inventory and property, plant, and equipment that require more than one year to complete from the initial date of manufacture, acquisition, and construction. No interest expenses was capitalized in 2009.

In case the capitalized financial costs are expensed as incurred, the effects to financial statements would be as follows:
 
 
Thousands of Korean won
 
 
When capitalized
 
When expensed
 
Variance
Buildings
 
34,520,661

 
33,704,035

 
816,626

Accumulated depreciation
 
2,776,590

 
2,704,797

 
71,793

Depreciation (*1)
 
12,434,891

 
12,402,226

 
32,665

Interest
 
5,560,557

 
5,560,557

 

Net income (*2)
 
41,033,255

 
41,008,494

 
24,761







(*1)
Includes depreciation allocated to cost of goods sold.

(*2)
Marginal tax rate was assumed for the tax effect.

Intangible Assets
Intangible assets are stated at cost, which includes acquisition cost, production cost and other costs required to prepare the asset for its intended use. Intangible assets are stated net of accumulated amortization which is determined on a straight-line method over the estimated economic useful lives of five years.

The Company recognizes the costs associated with the research and development of intellectual property rights as expense when incurred.

Impairment of Assets
When the book value of an asset is significantly greater than its recoverable value due to obsolescence, physical damage or an abrupt decline in the market value of the asset, the said decline in value is deducted from the book value to agree with recoverable amount and is recognized as an asset impairment loss for the period. When the recoverable value subsequently exceeds the book value, the impairment amount is recognized as gain for the period to the extent that the revised book value does not exceed the book value that would have been recorded without the impairment. Reversal of impairment of goodwill is not allowed.

Translation of Assets and Liabilities Denominated in Foreign Currencies
Monetary assets and liabilities denominated in foreign currencies are translated into Korean won at the rates of exchange in effect at the date of the statement of financial position and the resulting translation gains and losses are recognized in current operations.

Accrued Severance Benefits
Employees and directors with at least one year of service are entitled to receive a lump-sum payment upon termination of their employment with the Company based on their length of service and rate of pay at the time of termination. Accrued severance benefits represent the amount which would be payable assuming all eligible employees and directors were to terminate their employment as of the date of statement of financial position.

The Company has a defined benefit pension plan, and accrues severance benefits for current employees and pension payables for retired employees. Pension plan assets are presented as a deduction from the total accrued severance benefits and pension payables. The excess of pension plan assets over pension plan liabilities is recorded as investment assets.

Derivatives
All derivative instruments are accounted for at their fair value according to the rights and obligations associated with the derivative contracts. The resulting changes in fair value of derivative instruments are recognized either under the income statement or shareholders’ equity, depending on whether the derivative instruments qualify as a cash flow hedge. Fair value hedge accounting is applied to a derivative instrument purchased with the purpose of hedging the exposure to changes in the fair value of an asset or a liability or a firm commitment that is attributable to a particular risk. The resulting changes in the fair value of derivatives that are designated and qualify as cash flow hedges are recognized under the shareholders’ equity under accumulated other comprehensive income and expense.

Government Grants
Government grants received, which are to be repaid, are recorded as liability, while grants without obligation to be repaid are offset against cost of assets purchased with such grants. Grants received for a specific purpose are offset against the specific expense for which it was granted, and other grants are recorded as a gain for the period.

Share-based Compensation
In accordance with SKAS No. 22, Share-based payment, for equity-settled share-based payment transactions, the Company shall measure the goods or services received, and the corresponding increase in equity, directly, at the fair value of the goods or services received, unless that fair value cannot be estimated reliably. If the Company cannot estimate reliably the fair value of the goods or services received, the Company shall measure their value, and the corresponding increase in equity, indirectly, by reference to the fair value of the equity instruments granted.

For cash-settled share-based payment transactions, the Company shall measure the goods or services acquired and the liability incurred at the fair value of the liability. Until the liability is settled, the Company shall remeasure the fair





value of the liability at each reporting date and at the date of settlement, with any changes in fair value recognized in profit or loss for the period.

Share-based payment transactions with an option for the parties to choose between cash and equity settlement are accounted for based on the substance of the transaction.

Income Tax and Deferred Income Tax
Income tax expense includes the current income tax under the relevant income tax law and the changes in deferred tax assets or liabilities. Deferred tax assets and liabilities represent temporary differences between financial reporting and the tax bases of assets and liabilities. Deferred tax assets are recognized for temporary differences which will decrease future taxable income or operating loss to the extent that it is probable that future taxable income will be available against which the temporary differences can be utilized. Deferred tax effects applicable to items in the shareholders’ equity are directly reflected in the shareholders’ equity.

Provisions and Contingent Liabilities
When there is a probability that an outflow of economic benefits will occur due to a present obligation resulting from a past event, and whose amount is reasonably estimable, a corresponding amount of provision is recognized in the financial statements. However, when such outflow is dependent upon a future event, is not certain to occur, or cannot be reliably estimated, a disclosure regarding the contingent liability is made in the notes to the financial statements.

3.
Inventories

Inventories as of December 31, 2009 consist of the following:
 
 
2009
 
 
Thousands of Korean won
Finished goods
 
1,937,846

Work-in-process
 
150,466

Raw materials
 
21,150

Stored goods
 
6,544,440

Materials in transit
 
386,571

 
 
9,040,473

Less: Valuation allowance
 
(50,015
)
 
 
8,990,458


4.
Available-For-Sale Securities

 
 
2009
 
 
Thousands of Korean won
Non-marketable equity securities
 
59,608

Marketable government bonds
 
566,022

 
 
625,630


Unrealized gain from of available-for-sale securities as of December 31, 2009 was ₩ 55,679 thousand (net of tax effect), recorded as accumulated other comprehensive income.

5.
Property, Plant and Equipment

Changes in property, plant and equipment for the years ended December 31, 2009 consist of the following:





 
 
Thousands of Korean won
 
 
Land
 
Buildings
 
Structures
 
Machinery
 
Others
 
Construction-in-progress
 
Total
Balances as of January 1, 2009
 
11,568,415

 
32,863,732

 
2,182,533

 
59,386,696

 
3,091,553

 
605,678

 
109,698,607

Acquisition
 

 
267,440

 

 
15,151,487

 
1,630,321

 
8,201,301

 
25,250,549

Disposal
 

 
(1,921
)
 

 
(14,942
)
 

 

 
(16,863
)
Depreciation
 

 
(1,385,179
)
 
(123,090
)
 
(9,912,039
)
 
(1,014,584
)
 

 
(12,434,892
)
Transfer
 

 

 
269,759

 
4,191,589

 
(74,779
)
 
(4,386,569
)
 

Others (1)
 

 

 

 
(276,129
)
 

 

 
(276,129
)
Balances as of December 31, 2009
 
11,568,415

 
31,744,072

 
2,329,202

 
68,526,662

 
3,632,511

 
4,420,410

 
122,221,272


(1)
Related to the variance of government grants.

As of December 31, 2009, certain portions of the Company’s land, buildings, and machinery are pledged as collateral for the long-term borrowings to Shinhan Bank up to a maximum of ₩ 123,760 million.

As of December 31, 2009, the value of the Company’s land, as determined by the local government in Korea for property tax assessment purposes, amounts to approximately ₩ 11,627,975 thousand.

In 2009, the Company received government grants amounting to ₩ 1,050,000 thousand from Ministry of Knowledge Economy. As of December 31, 2009, this grant was accounted for as a reduction from cash and machinery for ₩ 773,871 thousand and ₩ 264,494 thousand (net of accumulated amortization), respectively. In 2008 the Company received ₩ 235,300 thousand of a grant from Korea Electric Power Corporation as a reward for installing energy-saving equipment, and the Company recorded this grant as a reduction from structures (₩ 216,681 thousand as of December 31, 2009).

As of December 31, 2009, plant, equipment and inventories are insured against general property losses for up to ₩ 119,988 million. In addition, the Company is insured against machinery breakages, business interruption and so forth.

6.
Intangible Assets

Intangible assets as of December 31, 2009 are as follows:
 
 
Thousands of Korean won
 
 
Computer
software
 
Other
intangibles
 
Total
Balances as of January 1, 2009
 
418,719

 
234,667

 
653,386

Acquisition
 
98,093

 
5,424

 
103,517

Disposal
 
(2,592
)
 

 
(2,592
)
Amortization
 
(116,132
)
 
(64,000
)
 
(180,132
)
Balances as of December 31, 2009
 
398,088

 
176,091

 
574,179







The Company’s significant individual intangible assets include following items:
 
 
Thousands of Korean won
 
 
2009
 
Remaining
Amortization
Period
(Computer Software)
 
 
 
 
Production Information System
 
193,083

 
3 years
(Other Intangibles)
 
 
 
 
Ingot IP License
 
170,667

 
2.75 years

The Company recognized general development costs amounting to ₩ 667,941 thousand as expenses in 2009.

7.
Long-Term Borrowings

 
 
 
 
2009
 
Bank
Interest rate
 
Thousands of Korean won
General
Shinhan
CD+1.35%
 
57,000,000

loans
Bank
CD+2.1%
 
24,432,979

Development
Shinhan
4.25%
 
6,300,000

loans
Bank
Variable
 
825,000

 
 
 
 
88,557,979

Less: Current portion of long-term borrowings
 
(10,312,500
)
 
 
 
 
78,245,479


As of December 31, 2009, the payment schedule of long-term borrowings is as follows:
 
 
Long-term borrowings
 
 
Thousands of Korean won
2011
 
18,831,184

2012
 
20,358,245

2013
 
20,358,245

Thereafter
 
18,697,805

 
 
78,245,479


The long-term borrowings above are collateralized by property, plant and equipment (Note 5). In addition, Woongjin Holdings Co., Ltd., the Company’s controlling entity has guaranteed ₩ 41,600 million in principal plus interest of the Company’s obligation under the loan agreement (Note 17).

8.
Accrued Severance Benefits





 
 
2009
 
 
Thousands of Korean won
Balance at the beginning of the year
 
405,578

Provision
 
675,779

Payment
 
(10,530
)
 
 
1,070,827

Less: Pension plan assets
 
(758,103
)
Severance insurance deposits
 
(27,447
)
Balance at the end of year
 
285,277


As of December 31, 2009, Shinhan Bank manages and administers the Company’s pension plan assets, which consist of time deposits only.

9.
Commitments and Contingencies

As of December 31, 2009, the Company has loan facilities for up to ₩ 88,558 million with Shinhan Bank. The Company also has a credit agreement with Korea Exchange Bank which provides for a ₩ 5,000 million credit facility.

As of December 22, 2006, the Company entered into Polysilicon Supply Agreement with SunPower Philippines Manufacturing, Ltd. and Ingot Supply Agreement with SunPower Corporation, under which SunPower delivers polysilicon to the Company for its manufacturing of ingots, which in turn are sold back to SunPower. On August 1, 2009, the Company and SunPower amended said agreements by which the term of the agreements has extended until July, 2016.

As of December 22, 2006, the Company entered into Ingot IP License Agreement with SunPower Corporation, under which SunPower granted to the Company certain rights under its intellectual property relating to the manufacture and supply of ingots. As a consideration for this agreement, the Company paid ₩ 320 million and recorded the payment as other intangible assets then has amortized it on a straight line method over five years.

10.
Derivative Instruments

As of December 31, 2009, the Company has interest rate swap contracts to manage the exposures to fluctuations in cash flows incurred by variable-interest borrowings. As the Company expects these derivatives to be highly effective in achieving offsetting changes in cash flows, it applied the hedge accounting method designated as cash-flow hedges. The outstanding interest swap contracts as of December 31, 2009 are as follows:
 
 
 
 
 
 
Thousands of Korean won
 
 
 
 
 
Thousands of Korean won
 
 
Contract
date
 
Maturity
 
Related
borrowings
 
Interest
rate-
Pay
 
Interest
rate-
Receive
 
Fair
value
Shinhan
 
5/7/2007
 
5/24/2010
 
15,700,000

 
5.08%
 
CD
 
(130,959
)
Bank
 
11/30/2007
 
11/22/2010
 
14,300,000

 
6.70%
 
CD+1.35%
 
(234,173
)
 
 
4/30/2008
 
5/20/2011
 
20,000,000

 
5.09%
 
CD
 
(341,924
)
 
 
10/29/2008
 
10/17/2011
 
19,500,000

 
6.93%
 
CD+2.10%
 
(268,451
)
 
 
 
 
 
 
 
 
 
 
 
 
(975,507
)

The Company’s derivative contracts above hedge the risk of cash flows incurred by variable interests on the related borrowings for the period from May 2007 until October 2011. As of December 31, 2009, the Company has recorded ₩ 739,435 thousand of unrealized loss on valuation of the derivatives, less the income tax effect of ₩ 236,072.

The Company expects ₩ 805,357 thousand out of its total swap fair value would be realized within twelve months since December 31, 2009. In 2009, the Company recognized ₩ 1,414,089 thousand of loss on derivative transactions





represented as interest expenses.

Gains (losses) on valuation of derivative instruments for the year ended December 31, 2009 are as follows:
 
 
2009
 
 
Loss on valuation of derivatives
 
Other cumulative comprehensive loss (*)
 
 
Thousands of
Korean won
 
Thousands of
Korean won
Interest rate Swap
 

 
(975,507
)

(*)
before deducting income tax effect
    
11.
Shareholder’s Equity

The Company is authorized to issue 8 million shares with the par value per share of ₩ 5,000. As of December 31, 2009, the Company has issued 4,612 thousand shares of common stock.

As of December 31, 2009, the Company’s capital surplus represents the share-based compensation for the stock grants to its employees by Woongjin Holdings Co., Ltd, the Company’s controlling entity.

12.
Share-based compensation

As of December 31, 2009, the Company has five share-based compensation agreements as follows:
 
 
Stock options (1st)
 
Stock options (2nd)
 
Restricted stock (1st)
 
Restricted stock (2nd)
 
Restricted stock (CEO)
Grant date
 
3/20/2007
 
3/24/2009
 
5/31/2008
 
5/31/2009
 
12/2/2008
Grantee
 
Executives
 
Executives
 
ESPP
 
ESPP
 
CEO
Settlement method
 
Issuance of shares
 
Issuance of shares
 
Transfer of shares
 
Transfer of shares
 
Transfer of shares
Number of Shares (Common stock)
 
9,312 shares
 
24,000 shares
 
115,293 shares
 
115,307 shares
 
76,000 shares
Exercise Price (per share)
 
₩5,000
 
₩25,200
 
₩5,850
 
₩25,800
 
₩—
Authority
 
Shareholders’ meeting
 
Shareholders’ meeting
 
Woongjin Holdings Co., Ltd.
 
Woongjin Holdings Co., Ltd.
 
Woongjin Holdings Co., Ltd.

(*)
Restricted shares were granted by transfer of the Company’s shares that the controlling company, Woongjin Holdings Co., Ltd. had owned.

(**)
The numbers and exercise prices above are subject to change by the Company’s stock issuance, stock dividends, stock split or reverse split.

The Exercisable periods for the stock options granted by the Company are as follows:
 
 
Exercisable period
1st Stock Option
 
From March 20, 2010 to March 19, 2014
2nd Stock Option
 
From March 24, 2012 to March 23, 2016






Vesting conditions for the Company’s share-based compensations are as follows:
 
 
Vesting condition
1st Stock Option
 
2 years of service from the grant date
2nd Stock Option
 
3 years of service from the grant date
1st and 2nd restricted shares to the ESPP
 
Continuous service from the grant date and achievement of market performance (a share price target)
The restricted shares to CEO
 
Upon the grant

The assumptions used to measure fair value of stock options granted by the Company are as follows:

Estimate method: Black-Scholes option pricing model
 
 
1st Stock Option
 
2nd Stock Option
Fair value of underlying common stocks
 
₩ 34,243 per share
 
₩ 20,326 per share
Risk-free interest rate (yield of Korean treasury bonds with 5-year maturity)
 
4.8%
 
4.43%
Expected exercise period
 
5 years
 
5 years
Volatility
 
50.58%
 
58.61%
Expected dividend yield ratio
 
 
Fair value of stock options
 
₩ 30,434 per unit
 
₩ 9,948 per unit

(*)
Fair value of underlying stocks was measured using commonly adopted fair valuation models such as discounted cash flow method.

(**)
Volatility of stock price was calculated and based on the historical stock price records (for the same length of time as the expected term) of the domestic listed companies similar to the Company.

Changes in stock options for the year ended December 31, 2009 are as follows:
 
 
2009
 
 
Stock options
 
Weighted-Avg. Exercise Price
Beginning
 
9,312

 
₩5,000

Granted
 
24,000

 
₩25,200

Forfeited
 

 

Exercised
 

 

Outstanding
 
33,312

 
₩19,553

Exercisable
 

 


As of December 31, 2009, the accumulated expenses related to the Company’s share-based compensation is ₩ 1,843,747 thousand with prior year’s portion amounting to ₩ 1,697,916 thousand (manufacturing costs: ₩ 256,611 thousand and selling and administrative expenses: ₩ 1,587,136 thousand). The total unrecognized share-based compensation cost as of December 31, 2009 is ₩ 269,779 thousand.

13.
Income taxes

Income tax expense for the years ended December 31, 2009 consists of the following:





 
 
2009
 
 
Thousands of Korean won
Current income taxes
 
₩8,447,137
Changes in deferred income taxes related to temporary differences
 
140,110

Changes in deferred income taxes related to tax credit carry forward
 
1,167,207

Total income tax effect
 
₩9,754,454
Deferred income taxes added to or deducted from capital
 
(311,707
)
Income tax expenses
 
₩9,442,747

The reconciliations between net income before income taxes and income tax expenses for the year ended December 31, 2009 is as follows:
 
 
2009
 
 
Thousands of Korean won
Net income before income taxes
 
50,476,003

Income tax based on statutory tax rate (2009: 24.15%)
 
12,190,993

 
 
 
Adjustments:
 
 
Non-taxable income of ₩ 0
 

Non-deductible expense of ₩ 3,312,297 thousand
 
460,792

Loss carry forward
 

Tax credit
 
(3,204,846
)
Changes in the unrecognized deferred tax
 

Others (Tax rate changes, etc.)
 
(4,192
)
Income tax expenses
 
9,442,747

Effective tax rate
 
18.71
%

Changes in the temporary differences and related deferred tax assets and liabilities for the year ended December 31, 2009 are as follows:






 
 
Thousands of Korean won
 
 
Temporary differences
 
Deferred tax assets (liabilities)
 
 
Beginning
 
Increase
 
Decrease
 
Ending
 
Beginning
 
Ending
Accrued severance benefits
 
263,628

 
485,951

 

 
749,579

 
57,998

 
181,398

Severance insurance
 
(263,628
)
 
(485,951
)
 

 
(749,579
)
 
(57,998
)
 
(181,398
)
Depreciation
 
232,132

 
395,376

 
52,858

 
574,650

 
51,069

 
139,065

Government grants
 
228,446

 
1,050,000

 
23,400

 
1,255,046

 
50,258

 
303,721

Temporary allowances for grants
 
(228,446
)
 
(1,050,000
)
 
(23,400
)
 
(1,255,046
)
 
(50,258
)
 
(303,721
)
Loss of foreign exchange translation
 
2,644,194

 
63,531

 
2,644,194

 
63,531

 
639,895

 
15,374

Gain of foreign exchange translation
 
(2,277,335
)
 
(13,237
)
 
(2,277,335
)
 
(13,237
)
 
(551,115
)
 
(3,203
)
Gain on valuation of available-for-sale securities
 
(55,427
)
 
(18,028
)
 

 
(73,455
)
 
(12,194
)
 
(17,776
)
Derivatives liability
 
2,366,687

 

 
1,391,180

 
975,507

 
542,198

 
236,073

Accrued income
 
(117,840
)
 
(232,329
)
 
(117,840
)
 
(232,329
)
 
(28,517
)
 
(56,224
)
Loss on valuation of inventories
 

 
422,467

 

 
422,467

 

 
102,237

Allowance for sales return
 

 
354,042

 

 
354,042

 

 
85,679

Subtotal
 
2,792,411

 
971,822

 
1,693,057

 
2,071,176

 
641,336

 
501,225

Tax credit carry forward
 
1,459,009

 

 
1,459,009

 

 
1,167,207

 

 
 
 
 
 
 
 
 
 
 
1,808,543

 
501,225


The gross balances of deferred tax assets and liabilities are as follows:
 
 
2009
 
 
Thousands of Korean won
 
 
Deferred tax
assets
 
Deferred tax
liabilities
Current
 
398,192

 
(59,427
)
Non-current
 
665,355

 
(502,895
)

Realization of the future tax benefits related to the deferred tax assets is dependent on many factors, including the Company’s ability to generate taxable income within the period during which the temporary differences reverse, the outlook of the Korean economic environment, and the overall future industry outlook. Management periodically considers these factors in reaching its conclusion and recognized the deferred income tax asset since all the future (deductible) tax benefits are determined to be realizable as of December 31, 2009.

14.
Sales

As of and for the year ended December 31, 2009:
 
 
2009
 
 
Thousands of Korean won
Sales – finished goods (including manufacturing service)
 
₩113,016,015
Sales – others
 
5,877,600

Total sales
 
₩118,893,615

Sales related to outsourced manufacturing services (manufacture of ingots using customer- procured polycrystalline silicon) is as follows:





 
 
2009
 
 
Thousands of Korean won
Gross amount
 
200,456,805

Net revenue
 
112,854,662


Related to above, the Company accounted for ₩ 14,167,192 thousand of the unprocessed raw materials (poly-silicon) provided by customer as short-term deposits.

15.
Cost of Sales

 
 
2009
 
 
Thousands of Korean won
Inventory beginning
 
227,875

Manufacturing cost for the year
 
50,792,057

Transfer from other accounts
 
4,680,834

Transfer to other accounts
 
(3,021,787
)
Inventory, ending
 
(1,887,830
)
Cost of finished goods sold
 
50,791,149

Cost of other sales
 
3,763,091

Cost of sales
 
54,554,240

 
 
 


16.
Comprehensive Income

The Company’s comprehensive income for the year ended December 31, 2009 consists of the following:
 
 
2009
 
 
Thousands of Korean won
Net income
 
41,033,255

Other comprehensive income and expense
 
 
Gain on valuation of available-for-sale securities, net of tax effect of ₩ 5,582 thousand in 2009
 
12,445

Loss on valuation of derivatives instruments, net of tax effect of ₩ 306,125 thousand in 2009
 
1,085,055

Comprehensive income
 
42,130,755


17.
Related Party Transactions

Details of the parents and subsidiaries are as follows:
Description
 
Related Party
 
Reference
Controlling company
 
Woongjin Holdings Co., Ltd.
 
Shareholder
Other related parties
 
SunPower (*)
 
Shareholder
Other related parties
 
Woongjin Coway Co., Ltd.
 
An affiliate
Other related parties
 
Woongjin Happyall Co., Ltd.
 
An affiliate
Other related parties
 
Woongjin Foods Co., Ltd.
 
An affiliate
Other related parties
 
Kukdong Engineering & Construction Co., Ltd.
 
An affiliate
Other related parties
 
Woongjin Thinkbig Co., Ltd.
 
An affiliate
Other related parties
 
Booxen Co., Ltd.
 
An affiliate






(*)
SunPower indicates SunPower Corporation in U.S.A., a shareholder of the Company, and its subsidiaries.

Significant transactions, which occurred in the normal course of business between the Company and its related parties in 2009 are as follows:
 
 
2009
 
 
Sales
 
Purchase
 
 
Thousands of Korean won
 
Thousands of Korean won
Woongjin Holdings Co., Ltd.
 

 
3,040,057

SunPower
 
113,383,024

 
376,633

Others (*)
 
14,151

 
4,101,168

 
 
113,397,175

 
7,517,858


(*)
Others include Kukdong Engineering & Construction Co., Ltd. to which the Company has paid ₩ 2,370,720 thousand in 2009 for the construction of the Company’s plants.

Significant balances with related parties as of December 31, 2009 are summarized as follows:
 
 
2009
 
 
Receivables
 
Payables
 
 
Thousands of Korean won
 
Thousands of Korean won
Woongjin Holdings Co., Ltd.
 
8,881

 
291,058

SunPower
 
48,656,177

 
19,333,440

Others
 

 
1,390,031

 
 
48,665,058

 
21,014,529


As of December 31 2009, Woongjin Holdings Co., Ltd., the Company’s controlling entity has guaranteed ₩ 41,600 million in relation to the Company’s long-term obligation under the loan agreement (Note 7).

18.
Assets and Liabilities Denominated in Foreign Currencies

As of December 31, 2009, assets and liabilities denominated in foreign currencies are as follows:
 
2009
(in thousands of Korean won)
Foreign
Currency
 
Korean Won
Equivalent
Assets
 
 
 
 
 
Cash and cash equivalents
USD
 
888,191

 
1,037,052

Accounts receivable
USD
 
16,459,382

 
19,217,974

Other receivables
USD
 
13,253,632

 
15,474,941

Liabilities
 
 
 
 
 
Short-term borrowings
 
 

 

Accounts payable
USD
 
562,117

 
656,328

 
JPY
 
10,396,500

 
131,308

Other payables
USD
 
16,484,007

 
19,246,727

 
JPY
 
4,150,000

 
52,414

 
 
 

 


Gains on foreign currency translation for the year ended December 31, 2009 is ₩ 13 million and losses on foreign currency translation for the year ended December 31, 2009 is ₩ 64 million.






19.
Selling and Administrative Expenses

Details of selling and administrative expenses for the years ended December 31, 2009 are as follows:

 
 
2009
 
 
Thousands of Korean won
Salaries
 
1,361,133

Severance and benefits
 
183,728

Other salaries
 
1,728

Stock-based compensation expenses
 
1,587,136

Employee benefits
 
827,803

Travel
 
80,841

Communication
 
19,887

Printing
 
7,226

Training expenses
 
104,148

Supplies
 
31,754

Taxes and dues
 
145,581

Lease payments
 
17,706

Commission
 
863,161

Service fees
 
883,782

Vehicle maintenance expenses
 
67,921

Insurance expenses
 
44,531

Entertainment
 
17,589

Sample expenses
 
22,782

Advertising
 
550,010

Transportation
 
14,617

Depreciation
 
239,929

Amortization
 
29,976

Development expenses
 
667,941

Bad debt expenses
 
84,992

Others
 
18

 
 
7,855,920


20.
Supplementary Information for Computation of Value Added

The Company’s details of accounts included in the computation of value added for the years ended December 31, 2009:
 
 
2009
 
 
Thousands of Korean won
 
 
Manufacturing Costs
 
Selling and Administrative Expenses
Wages and Salaries
 
5,598,897

 
1,361,133

Severance Benefits
 
492,051

 
183,728

Employee Benefits
 
413,429

 
827,803

Depreciation
 
11,855,883

 
579,008

Taxes and Dues
 
1,663

 
145,581

 
 
18,361,923

 
3,097,253







21.
Supplementary Cash Flow Information

Significant transactions not affecting cash flows are as follows:
 
 
2009
 
 
Thousands of Korean won
Reclassification of construction in progress
 
4,386,569

Conversion of convertible bonds to capital stock
 

Reclassification of current maturities of long-term borrowings
 
10,312,500


22.
Approval of Financial Statements

The financial statements as of and for the year ended December 31, 2009, were approved by the Board of Directors on February 8, 2010.

23.
Summary of Certain Significant Differences Between Korean GAAP and Accounting Principles Generally Accepted in The United States of America (“U.S. GAAP”)

The accompanying fiscal 2009 consolidated financial statements of the Company have been prepared in conformity with Korean GAAP, which differs from U.S. GAAP in certain significant respects. Such differences are discussed below and address only those differences related to the non-consolidated financial statements. In addition, no attempt has been made to identify disclosure, presentation or classification differences that would affect the manner in which transactions and events are presented in the financial statements.

Information relating to the nature of such differences is presented below.

a.
Foreign Currency Translation

Under U.S. GAAP, an entity’s functional currency is defined as the currency of the primary economic environment in which the entity operates; normally, that is the currency of the environment in which an entity primarily generates and expends cash. FASB Codification 830 “Foreign Currency Matters” provides guidance on the determination of a reporting entity's functional currency. It also states that, if an entity's books of record are not maintained in its functional currency, re-measurement into the functional currency is required before translation into the reporting currency.

Under Korean GAAP, the concept of a functional currency did not exist until the release of revision of Korea Financial Accounting Standards Article 68 “Translation of Assets and Liabilities Denominated in Foreign Currencies” which shall be effective from December 31, 2010. While early adoption of this revision is permitted from the financial period including December 31, 2008, the Company has not applied it for the financial statements presented herein. As such, Korean won is used as the base currency for the measurement and presentation as described in Note 2.

b.
Correction of Errors

Under U.S. GAAP, any error in the financial statements of a prior period discovered after the financial statements are issued or are available to be issued shall be reported as an error correction, by restating the prior-period financial statements. Such restatement requires all of the following:

a. The cumulative effect of the error on periods prior to those presented shall be reflected in the carrying amounts of assets and liabilities as of the beginning of the first period presented.

b. An offsetting adjustment, if any, shall be made to the opening balance of retained earnings (or other appropriate components of equity or net assets in the statement of financial position) for that period.

c. Financial statements for each individual prior period presented shall be adjusted to reflect correction of the period-specific effects of the error.






Under Korean GAAP, only the correction of fundamental errors is required the restatement of the prior period figures. Corrections of errors other than fundamental errors are included in the profit or loss for the current period.

c.
Accrued Severance Benefits

Under the Korean labor law, employees and directors with more than one year of service are entitled to receive a lump-sum payment upon voluntary or involuntary termination of their employment. The amount of the benefit is based on the length of service and rate of pay at the time of termination. Under Korean GAAP, the full amount of accrued severance benefit as of the end of the reporting period should be provided for. Severance expense is calculated based on the net change in the accrued severance benefit liability assuming the termination of all eligible employees as of the beginning and end of the accounting period. Accrued severance benefits funded outside the company are presented as a deduction from accrued retirement and severance benefit liability.

U.S. GAAP generally requires the use of actuarial methods for measuring annual employee benefit costs including the use of assumptions as to the rate of salary progression and discount rate, the amortization of prior service costs over the remaining service period of active employees and the immediate recognition of a liability when the accumulated benefit obligation exceeds the fair market value of plan assets. U.S. GAAP also requires employers to recognize the obligation to provide post employment benefits if the obligation is attributable to employees’ services already rendered, employees’ rights to those benefits accumulate or vest, payment of the benefits is probable, and the amount of the benefits can be reasonably estimated. Also, U.S. GAAP requires certain additional disclosures not required under Korean GAAP.

Under U.S. GAAP, for employee benefit plans with the characteristics of the Korean plans, if the vested benefits obligation is larger than the present value of the projected benefit obligation, a company may record a pension liability equal to the vested benefit obligation at the balance sheet date. Under these circumstances, the periodic pension expense is equal to the change in the vested benefits obligation during the year and there is no significant difference between Korean GAAP and U.S. GAAP.

d.
Accounting for Income Tax

Under Korean GAAP, deferred income taxes for anticipated future tax consequences result from temporary differences between the financial reporting and tax bases of assets and liabilities. Deferred tax assets and liabilities are computed on such temporary differences, including available net operating loss carry-forwards and tax credits, by applying enacted statutory tax rates applicable to the years when such differences are expected to be reversed. Deferred income tax assets are recognized to the extent that it is almost certain that such deferred income tax assets will be realized.

U.S. GAAP requires the recognition of deferred income taxes for all temporary differences between the carrying value of assets and liabilities for financial statement purposes, and their respective tax bases. Deferred tax assets are reduced by a valuation allowance if, in the opinion of management, it is more likely than not that some portion, or all, of the deferred tax asset will not be realized. Additional payments or reversals of previously provided liabilities arising from finalization of income tax returns, filing amended tax returns or examinations of prior year tax returns by tax authorities are normally reported as part of the current tax charge.

Under U.S. GAAP, for fiscal years beginning after December 15, 2006, an uncertain tax position must be recognized when it is more likely than not that a tax position will be sustained upon examination based on the technical merits of the position. The uncertain tax position, which can be recognized, is measured at the largest amount of benefit that is greater than 50% likely of being realized upon ultimate settlement.

e.
Derivatives

Under Korean GAAP, derivative financial instruments, regardless of whether they are entered into for trading or hedging purposes, are valued at fair value. Derivative contracts not meeting the requirements for hedge accounting treatment are classified as trading contracts with the changes in fair value included in current operations. For the derivative contracts qualifying for cash flow hedge accounting treatment, the effective portion of the hedge instrument is recorded as capital adjustments and later transfers out of equity when either:






results in a recognized asset or liability, in which case the amount accumulated in equity is recognized as an adjustment to the carrying amount of that asset or liability; or

otherwise impacts the statement of income.

Under Korean GAAP, a fair value hedge is used to hedge changes in the fair value of a recognized asset or liability, or firm commitment. The hedging instrument is stated at fair value with changes therein flowing through the statement of income as other income or expenses in current operations. Under Korean GAAP, the definition of an embedded derivative is broadly defined without detailed guidance.

Under U.S. GAAP, an entity is required to recognize all derivatives as either assets or liabilities in the balance sheet and measure those instruments at fair value. If certain conditions are met, a derivative may be specifically designated as a hedge of the exposure to changes in fair value of a recognized asset or liability or an unrecognized firm commitment, a hedge of the exposure to variable cash flows of a forecasted transaction, or a hedge of the foreign currency exposure of a net investment in foreign operations, an unrecognized firm commitment, an available-for-sale security, or a foreign-currency-denominated forecasted transaction.

For a fair value hedge, the gain or loss is recognized in earnings in the period of change together with the offsetting loss or gain on the hedged item attributable to the risk being hedged. The effect of that accounting is to reflect in earnings the extent to which the hedge is not effective in achieving offsetting changes in fair value.

For a cash flow hedge, the effective portion of the derivative's gain or loss is initially reported as a component of other comprehensive income and subsequently reclassified into earnings when the forecasted transaction affects earnings. The ineffective portion of the gain or loss is reported in earnings immediately. For a derivative designated as hedging the foreign currency exposure of a net investment in foreign operations, the gain or loss is reported in other comprehensive income as part of the cumulative translation adjustment. The accounting for a fair value hedge applies to a derivative designated as a hedge of foreign currency exposure of an unrecognized firm commitment or an available-for-sale security. Similarly, the accounting for a cash flow hedge applies to a derivative designated as a hedge of the foreign currency exposure of a foreign-currency-denominated forecasted transaction. For a derivative not designated as a hedging instrument, the gain or loss is recognized in earnings in the period of change.

Under U.S. GAAP, there are strict requirements to apply hedge accounting and there are detailed rules for derivative accounting. In general, the accounting for derivatives under Korean GAAP is conceptually similar to that under U.S. GAAP; however, there could be certain significant differences in application. In addition, U.S. GAAP also defines the concept of an embedded derivative, which may need to be recognized and accounted for separately.

f.
Government Grants

Korean GAAP provides specific guidance on the account treatments of government grants which are not obliged to repayments. Such government grants are distinguished between ones to be used for acquisition of specific assets and the others which are related to income. Until the acquisition of related asset, government grants received for asset acquisition are presented in the statement of financial position either by deducting cash (i.e. contra-cash) or deducting the temporary investments operated with the grants. When the acquisition of related asset is completed, the grants are deducted in arriving at the carrying amount of the asset.

Government grants related to income are recorded on the current period's income statement only to the extent that specific conditions for the use of the grants, if any, have been met; otherwise are recorded as deferred income.

Under U.S GAAP, if conditions are attached to the grant, recognition of the grants is delayed until such conditions have been fulfilled. Contributions of long-lived assets or for the purchase of long-lived assets are to be credited to income over the expected useful life of the asset for which the grant was received.